Horizons
by Fuchsia.Grasshopper
Summary: She could feel his heat radiating from his chest, on to her back as he hovered over her. Determined to show no fear in the face of his dominance, she adjusted her shaky limbs as his claws came around either side of her body "Little lamb, your fear smells sweet" A cloud of smoke circled her neck and she looked over her shoulder at his ardent face as he spoke. "You should be afraid"
1. Ash

**Well, I wanted this to be a one-shot, but I can't seem to do that and get all I want written in, so there will be more chapters to follow. A pre-Hobbit DoS story, totally my own idea. Hope you all enjoy, and Happy Holidays!**

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A silent horizon. The birds weren't singing nor nesting in close proximity to a toxic fume, and the spaces between the boughs were scarce in the small brush of forest that dusted over the plateau and mountain side. Summer was fading into the chill of autumn, a voice that whispered over the valley as nature prepared itself for the vast change. The air was quiet, only the echoes of stones tumbling downhill from the gentle wind, nothing stopping its westerly course as it blew through tree, grass and building alike. The ruins of Dale could hardly be considered real buildings anymore. No abode there hosted comfort and warmth from the elements, not after the decay that swept through the paths over time. A tangerine sun hung over the destroyed city, casting shadows against the sharp corners that grew longer on the ground as daylight fell away. It had only been the passing of a fourth decade in which the city was loss of life, abandoned in fire and fleeing terror from the one who lay in the mountain.

Tales of Smaug had grown faint in the passing generations until only mere whispers of his awful magnificence remained. No eye had taken to seeing the red wyrm come out from the mountain, and none thought he ventured from its bowels any longer. Dragons could live off of one last hardy meal before ages in slumber, and that was the hopeful belief amongst the many. Better unseen as it meant they were safe in their beds another night, and if ever he did leave the mountain without their knowing, he couldn`t have ventured far or high in the sky for them to pay any heed. No alarm had been raised, and the residents of Lake Town were content with the way things laid.

Of all the things to go through her mind as she left, she thought the lot of them fools for living with such a naïve concept of security. Lake Town was no longer her home though, and she had started her day like any other, her behavior unnoticed even as she continued to leave by boat up the lake. Her early start at dawn began with her packing dry bread, hard cheese, a skin filled with chilled water, and a woolen blanket. She had passed by fish markets, taverns and spruce lodges in town before she came to the docks. No one had tried to stop her. They had been seeing through her lo those many years, so her departing had been witnessed without effect. The apparent sickness she suffered from made her a child without parents, a woman without a name. She couldn`t even say for certain if she was of the race of men.

In the confines of what was normal, she befitted the title of 'odd'. An anomaly that no man had ever seen before. She was still breaching into the years of womanhood, forming into a maiden without a house or title. Hers was a face thought ugly, and people turned away from her, aquiver in fright. The years had made her skin grow thick to such malevolent attacks, though she had lost the favour of looking at her own reflection. She was careful on the water not too look down and see what image was already burned in her mind, like a scorch mark on fur, as it brought about ill feelings. While age dictated she should resemble a mature woman in years, she was still youthful if not adolescent in face. Her cheeks were well rounded like a pair of plums, one slightly larger than the other. Gangly body, neither tall nor short, and a pair of long hands and feet that would have suited a dancer if she had any rhythm in her bones to speak of. Folks couldn't get over the idea that she was dying slowly of an incurable disease. Her skin was a little more ashen to be brushed off as pale. Living on the lake made it impossible not to get sunbaked after all. The lavender tone in her blonde hair appeared gray in the wrong lighting, and some thought she was an old hag, perhaps delving into magic to preserve her youth. Illness or magic, it made no difference to her. As far as she could remember, this was how she was, and had always been.

Seven days and nights she had journeyed. Her food was already running low, not that it mattered now. Her body had gone frail in the passing weeks, and she was under the assumption that there was a sickness in her, eating through her until she'd waste away, like flowers to snow. She wanted to go in her own way, alone without the judgment and words spat behind her back, or worse, to her face. She limped through the cold, the air clearer up on the mountain as she mindlessly walked the ruined city. The air she breathed was filled with ice, burning cold as it went down her windpipe and into her lungs. No water did she carry, and only crumbs of the bread and cheese remained. The thin wool cloak brought a shiver to her body, like being wrapped in a sheet of ice, while the boiled leather vest and cotton pants she wore beneath were powerless to stave off the northern weather. She tugged at her braided hair as she lowered herself into the nook of what was left of a storage house. The sun was peeking through the caved in roof, lines of light beating down upon her as she hugged her limbs close to her chest. She balled up the blanket she had brought with her, bringing her head down upon it, not bothering with the warm it could give her now. The cold wasn't so bad. It stung at first, pinching the skin tight until the first layer was hard and red from the frost. Her insides were left melting into a warm pool, and fatigue was a struggle to fight as her eyes looked up at the pale blue sky. It was quiet, but she hadn't been searching for sounds, only a place to die.

* * *

The hour had grown late as the mountain was ever unchanging. He liked the familiarity here, the assurance that no power could ever best him in his high castle above lesser beings. He slept through the changing seasons for many years, little fluctuations that were but a blink of an eye in his life. While awake, no alterations had come to the mountain, and his plunder remained intact. The hand of greed could not extend its reach to him, and never did he fret over the stirrings of men, elves and dwarves alike.

Coins of gold and silver glided away from his body, like a torrent of water, as he sat up on his haunches, both layers of eyelids peeling back as he gazed upon the glory of his hoard. The thick hide of his wings unfolded, and his jaw snapped closed like a locked coffer as he finished off a yawn. The ivory gleam of his teeth had caught the bright reflection of gold, polished clean without a meal passing through his gullet in the months he had slept. In order to stay the hand of laziness, he oft would wake between months at a time to sate his hunger with a catch of bulk and fat that would stay in his belly to tide him over during slumber.

The length of his claws was impressive as he spread them apart, each edge sharper than any spear of man. He dug his way up through the piles of treasure, the air around him stagnant as the world outside was shutout from entering the mountain, no breeze or trickle of water had touched his scales in the weeks that had passed. Bursting up suddenly through the air like a cork from a bottle, the King of the mountain slipped through the beams and columns of the dwarf city, his reptilian body soaring between rock and stone as he broke into the daylight through the top of the mountain. Twas a height that only he could achieve as he flapped the great span of his wings, cutting through the air like a knife through soft butter. The golden hue of his underside was dazzling; to look upon it was worth more than all the wealth of any Elf King. The rest of his scales were as rich red as the rubies among his treasures, and harder than diamond.

His amber eyes stole sight of the mountain side, looking for any creature to capture in his jaws. His tongue could taste the air, a foreign scent amidst the frozen smells of the Lonely Mountain and its plateaus. His eyes took to the destroyed city of Dale, his gaze now fixed upon it as a rumbling growl coursed up through his throat and slipped out from his lips as he turned his direction, thoughts only occupied on the ruins. Who dared to travel so high into the midst of his territory? A fool and a thief. No sounds came and the intruder was alone as he smelt and tasted the air. Female, her moon cycle had come to pass five days before, and there was a bitter hint of lilac and fish from the markets of those lake men. As he caught himself on the side of a ruined structure, his claws digging into stone and mortar, he peered between the rows of buildings, catching the close scent as his tail whipped back and forth in a display of anger. A heartbeat was steady, alive and breathing away from his sight as he hovered above the city with an occasional beat of his wings. He created a great bluster of wind that filtered through the thatched roofs, mixing up a cloud of debris on the paths as he poked his large head down between walls to look for his little thief.

Her heart was slowed from the cold and he wondered how many days she had hid in shelter before he had acknowledged her intrusion. While he could not fit his body down into the streets of the city, he could tear the roofs from the buildings, and his acute senses led him to a brick storage house, shattered pottery abandoned at its door while a sizable hole in the ceiling allowed for his large eye to peek inside. It narrowed into a black slit as he viewed a girl sleeping, a faint smell of death emitting from her even as she was very much alive from the rise and fall of her chest. She had no supplies, making for a very poor thief if she had gotten far enough to try. While it was impossible for his size to keep quiet, she was barely clinging to consciousness as she hadn't awoken from the thunder his wings caused. He drew back, lifting higher into the air as he struck his tail against the building, knocking the roof clean off as the sun poured into the exposed crevice.

The girl stirred awake upon the chaos, her eyes weary as she clutched at her chest, dusting away the rocks and straw that had fallen onto her body. She must have realized the sudden warmth from the sun as she looked up startled, her bark brown eyes meeting the vision of his immaculate form. A small noise escaped her as she slid her body back against the broken wall in terror. Her hood had fallen from the crown of her head, revealing coarse, pale hair, an array of silver lavender mixed through the strands, though she was too fair in face to be old in years. In the short span of her life, she looked to be springing into womanhood, awkward and bizarre to behold in the threads of man. He cared little to understand the beauty of lesser beings, her only handsome feature being her hair, a resemblance to mithril.

"There you are thief!" He spat, vocal cords drumming up a deep sound that made her eyes pop, as if she hadn't expected him to speak.

Dull creature, she stood clumsily and began to sprint away from him on her narrow feet, heavy boots clunking on the cobblestone. Much like a jackrabbit fleeing a lynx, he knew she wouldn't get far. Her hands grabbed at the buildings she passed as she attempted to duck around corners to throw him off of her trail. He merely drifted above, watching as she became trapped in her own labyrinth as she came to a dead end of a street. Her fingers like sticks flattened against the wall, as if in her desperation she could wish the obstruction away. It was plain that she flattered herself into thinking he thought her a suitable meal, but he was much too prideful to ingest something so sickly into his body. Her presence was unwelcome so very close to his plunder, and it had been long since any man had even dared to venture so high, yet this _girl_ had done what her people would say is unwise.

"It is bravery or ill advisement that has brought you here girl." His voice was sharp in vengeance, like the crack of a whip as he clawed at the buildings above her. Straw and shingles breaking away on to the path below as he crept closer, his neck bent as his head lowered closer to her trembling frame, "Speak!" He commanded.

She jumped, her shoulders lifting in surprise as her hands went for her ears to shield from his hard voice so very close to her person. His head was massive, and she so small that she had to look up the length of his snout, the puffs of air from his flared nostrils wrinkling her clothes as he exhaled. All at once her voice seemed to come back to her, she blinked a few times as her stance solidified, "I am sorry . . . oh Smaug the resplendent. I mean not to steal from you or your mountain. One so lowly as me, I am only a beggar without a home."

He opened his mouth wide, flashing his straight set of fangs, all perfectly white, and more importantly sharp for cutting into his prey. A plume of smoke wafted into the air, expelled from him as she held back a choke, her hands coving her nose and mouth as she wheezed. Her eyes burned brightly red with tears combating the dryness, her body racked with shakes once more. "You lie." He said deeply, testing her resolve to her story.

"I am no liar!" She responded indignantly.

He snapped his jaws before her face as she winced back, hoping to be swallowed by the affronting surface of the wall, "Insolent girl. You are quite proud for the beggar you claim to be."

With her harsh frown and unconsidered reply, it was conceivable that she was hunting for death, be it from ice or fire. He cared nothing of her pain, and she furthered in her disgraceful acts against him as she took a step forward, slapping her boney hand down on his snout between his nostrils. She didn't attempt to run as he reared his head back, a roar bellowing deep from within. Between the scales of his underside, his chest began to glow hot red, summoning his fire up from his thorax to his gaping mouth poised high, aimed for the girl. The explosion erupted from his mouth, and as if all the stars themselves had fallen out from the sky, he engulfed her in flames of orange and yellow. The wall to where she stood began to melt down, and other structures caught the tail of the flames, going up in smoke as he flapped his leathery wings, making wind to spread the fire. When the hot jets ceased from spurting out from his mouth, his jaw sprang closed tight, a loud _snap _resonating_._ His eyes peered down at his good work, only to leave him astounded for the first time in an age.

The girl was still alive. Her clothes and boots had been singed from her body, her skin now covered in black and gray soot, and not a hair on her head had been harmed. She brought her knees up to her chest, covering her nude form from his eyes, not that he bothered with the nakedness of her species. Words were lost on the situation and he knew this trickery hadn't occurred only to baffle him, for she kept silent, her eyes looking at her covered flesh in shame and dejection, hating what she saw. It was a feeling not shared on his part, him growing rather fascinated at this new treasure to so haphazardly stumble into his grasp. It was by chance meeting that he had left his mountain, and had he not; she likely wouldn't have survived another night of the cold, weak as she was.

Hunger aside, his new fixation was on the girl and he acted on compulsion, scooping her up into his mouth as she yelped in fear. He was careful that her flesh wasn't nicked on the edges of his teeth, certain she would bleed before she'd burn. He kept the back of his throat closed as he dove up from Dale like a firework, the girl held snug between his tongue and the roof of his mouth as he warmed her frigid form. Sometimes he'd feel her limbs squirm, and the vibrations of her whimpers could be felt on his tongue, her still holding the fear that he'd swallow her whole. His flight was short to the high entrance of his mountain, and he pushed his way back down inside, gliding between the hindering structures of Erebor until the glistening of his gold was in sight. He eased up on momentum as his body landed gracefully back down on the bed of coins as he lowered his head to spit out the girl. She gasped in surprise, her body half covered in his saliva that had washed off most of the soot. She was wrapped in the cold silver of his treasures, some sticking to the wetness on her body as she rolled down a stack of treasures, coming to a halt as he watched on in dispassion. Her body jackknifed into a seated position, her hands clutching to cover her chest after she brushed away coins from her legs and torso. His massive frame casted a shadow over her, and she braved a look up at him as she crossed her legs up under her chin, hiding in plain sight.

He lowered his head until his left eye was level with her entire being, her reflection casted in his onyx pupil, "Now then, my little paragon of fire, what are you?" He blew a small fountain of fire beneath her, heating the coins to see if she felt the roasting heat. The little pieces glowed, but no steam emerged from her flesh as they both witnessed her phenomenal defect. He taunted her by finishing with a large smoke ring that encircled her as she flinched back, shoulders caving into herself as a visible subservient.

"I am human." She said quietly.

He snarled slightly as he rose above her again, "Dense girl, do not play games with me. I would not have brought you here if you were vapid."

"But I was raised and lived among humans. How could I be anything but?" She cried, arguing against him.

He pushed at the coins beneath her with his tail, causing her to go for another tumble in dispersion through his hoard. He followed after her body, finally halting as she was sprawled out on her stomach, limbs wide in abandon as he trapped her down with his claw, sharp edges digging around her, ensuring she had nowhere to turn as he applied pressure on her torso. Her head turned to the side as she struggled to breathe under the power he was displaying, eyes misting when she couldn't bring herself to look at him.

"Ignorant creature; you seek death with much enthusiasm."

He was amused by her fragility, her body trying to twist and turn under his claw, "There is no place in this world for me."

"Do not waste your tears on me. I have no sympathy for your plight. Your new home is here, within the walls of my mountain to be guarded as any treasure in this hall. To be my little paragon of fire, until the years would have you waste away into ash. Your worth is not of an ancient treasure like gold or diamond, but your allure will keep you here for my pleasure."

He released his hold, and she skittered in a rush to stand on shaky legs, glaring at him hatefully over her shoulder, "I am no prize for you to keep!" She quipped.

His mood darkened to black, and he let out a shout of laughter without joy, a sound that would strip a forest bare of its leaves. In the dark underground, his scales were blood red like garnets, and his eyes two obsidian orbs, like the scales of Ancalagon the black. The shape of his mouth appeared in a sinister smile as he loomed over her with all of his grandeur, summoning up great heights of majesty while they were ensconced in his riches, "Dear child of flame, you are mine now."

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**This will be a short story, maybe five chapters though I'd prefer three, but I can't seem to be able to do one-shots as it seems I start to gab when I write. This category is seriously missing Smaug/OC fics anyway (because of the Bilbo/Smaug pairing already), so I thought I'd give this out as an early Christmas present to readers. We'll learn more about the OC yet, it's supposed to be purposefully ambiguous. I was a little inspired by A Song of Ice and Fire, but my goal is ultimately to stay in a middle-earth tone. Might jack the rating up to M if people want that ;) **


	2. Urn

**Happy New Year! Saw the movie again, added incentive to write more of this fic. You guys are just awesome too, didn't realize Smaug fics would be in this much demand, so I hope I can continue to please, and feel free to make suggestions of what you want to see in time from this pair :)**

**Chapter song inspiration: Horizons by Puscifer. Going to have one of these every once in a while, so give them a listen if you wish**

**Lovely thanks to all 29 reviewers, 46 favorites and 113 followers, best I've ever seen on a first chapter for any of my fics :D**

**Disclaimer: I'm not genius enough to own anything but the OC.**

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The lair shook with the sounds of deep slumber, Smaug having left her to her thoughts in dismissal as his heavy lids had drawn closed like curtains. The ridges around his eyes were creased in a frown, furrowed as brows would on a man. Except this was no man, and she did the favour of reminding herself of that as she studied him where he laid. A giant lizard draped in the colour of blood, every groove and edges of his scales a shield, and claws sharpened down to fine tips that she couldn't shake the feeling of them around her body as he had held her down. His domineering over her would continue no doubt, but she didn't have the means to prepare for such an adversary.

She shivered again, her limbs aching even as she persisted to hold them tight to her chest, guarding herself like a soldier would his keep. She had since warmed from being locked in that desolate place, but the exposure was off-putting. What was it about cloth and material that was so reassuring? The need for fabric called to her, sweeter than the song of robins in the spring. Her eyes skirted through gold, silver and copper in abundance. Every metal in Middle-Earth was available in his collection, some whose worth was in valuables, while others were of armor forged by and for the dwarves who once called this place home. Such a title she did not find to befit her circumstance for her reason residing in this place. A tomb or a prison, or perhaps both if her sickness prevailed. It felt unrelenting inside her rib-cage, a biting assault that had not waned even as she had been brought in from the cold.

Her thoughts persisted into a moment's weakness, and her leg slid from her grasp, her foot kicking up a storm of coins that launched down from atop the heap she straddled. Her reaction was one of dread, and she turned her gaze towards the dragon. He made no move or mention of waking up from his rest, and it gave her hope that she could at least rise to find something suited to don on her body. Would there have been a chance for her to escape, he would have kept her in a gilded cage, and so the thought had entered and left her mind before he had even reposed his head down on his plunder.

Her hands went down to her sides, feeling the slippery gold through her fingers as she pushed up slowly. The ground was shaky, and she thought it might give way, throwing her down in a tidal wave of precious metals that led in the path of his massive snout. Her feet adjusted to the gliding of the coins beneath her toes, her foothold coming back to her all at once as she skipped across the masses of his treasure trove. She was quite a sight, naked and free as the day she was born—a particular memory that was absent to her. The sounds of the gold falling sped her heart into a furious race, like horses stamping their hooves through drenched mud. _Clink Clack Clink Clack, _with every step she took. Through her line of sight she spotted a stair that led up from the dragon's chamber. It seemed such a distance to cross, but she could no longer sit as one of his jewels, and from the cold comfort his words had left with her, branding her as his possession. Smaug was not to be trifled with, but then neither was she, not when she had nothing to lose. Nary a penny to her name or an article of cloth on her back.

She pulled herself up the height of stone, albeit rather awkwardly as she went with her bare skin brushing up against the marble. Her legs kicked and her torso shimmied until she got the grip to pull herself upwards. The soles of her feet could be heard patting against the steps as she hurried up them, and she slowed just enough to cause silence and cut off all sound as she took one last look back at the slumbering dragon. The staircase led her to a bridge across an expanse, her arrival echoing through the rows of beams and stone archways as she stood in awe of the Kingdom. For such little men, dwarves lived in large underground homes, detailed in everything rich and divine. The King under the mountain and his people had lived in lavish halls, nothing short of opulent that caused her to feel undeserving to walk through the ruins. Great statues of dwarf Kings and warriors brightly made of gold, like sun rays, guarded over the corridors. Smaug couldn't have come this way often as many of the structures were still intact from his large frame never bothering to squeeze its way through the tight spaces. She made herself dizzy as she walked slowly; stopping to spin in circles to absorb everything her eyes could take in. For a moment she forgot she was a prisoner, naked and cast out for a dragon to find.

She had heard tales many times, but it escaped her, the years of how long Smaug had lorded over Erebor. The mind of a dragon was difficult to comprehend, and his desires to keep such treasures only to serve as a bed for his massive frame seemed heinous. The place as a whole smelt of dragon, a pungent scent she was still growing accustomed to, and it made her nose scrunch in dismay. Nothing was particularly horrible about it, but smoke and fire, decay and ruin, was starting to take its toll. There was no hiding from the mark he had left upon this place.

Through the foreign halls she continued to walk, her feet leading her forward to nowhere. Nothing was familiar and she was afraid she was going in circles, every column the same as the last, and she had lost her way back to the treasure chamber. There had been no sounds of the dragon, and she was certain he would make noise upon discovering her absence. What would he do once he found her again? She made no death wish, but the chance was there that he would harm her, unintentionally or otherwise. The skin of her back crawled in ripples and every hair on her body stood from the tremors of terror caused by ill thoughts. She pressed forward with fear in mind, arms wrapping around herself securely as she passed through a destroyed archway up to a high chamber of the mountain. The stair continued in only two directions, up and down, and she began to feel her prison was more of a tower, locking her up far from reach.

Her eyes took on a splendid sight on the wall, giving her pause before she sprinted forward with hands reaching out. So maybe she hadn't found threads to bear, but a tapestry on the wall was as good of clothing to her as it was artwork. There wasn't time to be material, not when there was chance she could catch cold from exposure. She had to desecrate the poor thing by tearing it from the wall, leaving behind tethered strings and fibers, but she felt no shame as she wrapped it around her body three times until it resembled a frock trailing behind her body. The stitching was soft, covering her blanched skin in a cornflower blue while the gold tassels tangled and hung at odd angles where the fabric was bundled around her person. Carefully she tucked in the corners beneath her arms, clenching slightly so the makeshift garment wouldn't flee from her body as she started to walk.

The constricting material required her to take shorter steps, but she felt no rush as her nose followed to a less putrid area, the air not so stagnant and she thought she even felt a breeze. Hope led her on to a large open space, the highest point one could reach in the mountain before they needed to sprout wings. A large hole had been blasted out of the side, and by tilting her head up she could see the purple skies as the sun fell away. There was no way to reach the opening in the mountain, the empty expansion too far to cross with no bridge or stair. The icy air froze through her flesh, straight to her bones as she watched longingly at the horizon. This was the only entrance in and out of the mountain, and only obtainable by Smaug. Judging by the width of the opening, she could determine it was the same distance across as the spread of his wings. Exhausted in defeat, she sat down on the small stone platform that hung leagues away from the aperture in the chamber, entranced by the vision of the sunset. One by one the stars began to blanket across the sky, and the clouds accumulated in thin wisps that veiled over the light. She began to drift, her mind no longer conscious to the threat that came from Smaug, and she shivered into sleep, a dragon's breath away from harm.

* * *

It was hunger that caused him to stir, hours after he had turned away from his treasure in order to sleep away temptation for a meal. It was no use. He would have to leave the mountain again, having been distracted after his last efforts to snatch food the last time. He breathed through his nose, smoke emitting in soft trails from his flared nostrils with his eyes still closed. Listening for a moment, he found no trace of sound in his collection, spurring his lids to snap opened in the dark. The muscles in his tail uncoiled, and he stretched his limbs, coins streaming off of his body like a fountain as he searched for any whisper of his paragon of fire. Fury gripped at him tightly, and he moved around his hoard in boisterous movements, pieces of gold flung about as he thwacked his tail through piles of silver and copper. Had he dreamt her up? Surely not, he could smell her presence and still taste her scent as he licked at a stack of coins she had situated herself upon before he took to rest.

His elongated neck stretched high above through the chamber as his eyes darted about every mound she could have been concealing herself with. The trail was faint, but he picked up on her direction to the large stair. Bitter from hunger and enraged by her impertinence, he bellowed out a great roar that echoed throughout the mountain. She would hear him coming, but she was a fool to think she could hide or escape him. He hadn't yet lost one fragment of his plunder, and he would not part with his newest gem if only because she had a soul. He would confine her to the cage of his claws so she would never again feel the spark of boldness to wander if it came to pass.

He leapt around his stock until he was able to find a piece of floor steady enough to cast himself into the air, gliding through his mountain as he squeezed into a large corridor that led up into the halls. There was no escape this way, and she likely found herself lost in the ruins of Erebor. His chest furthered to burn in anger as his fire built up from within. Was the mind of a human truly this dim? When last he looked upon her, she was frail with sickness, and her journey into the mountain would have drained what little reserves she had left coursing in her veins. She must have been making a play for death as her escape, and he puffed out smoke through his mouth, aggravated at the thought. He would force her body to live, caring little for her misery as he did. He would never give her up.

His senses continued to pick up on her path as he maneuvered his way through his accustomed tunnels. The task was mundane, having been through this way many times in order to leave the mountain. His hulking movements caused strong gusts of wind to filter through the columns until there was room enough for him to shoot straight up in the air. He twisted gracefully between the rows as he pushed upwards, coming close to the ceiling before he slunk around the bend where the night air chilled the walls. He was struck with her scent once more, and he immediately took notice of her figure sitting still on the dais before the gateway out of the Lonely Mountain that he took to out of need. Her eyes were heavy, having woken up from slumber shortly before his coming. She had gone out of her way to find thick material to drape her body in, a tapestry of the dwarves from the halls that he felt no fondness for. Her hair had fallen from place, over her shoulders and down her back in thick, course ropes of curls. The rhythm of her heart reached him from where he stood, and the falls of her chest he could see were shallow from exhaustion. Stupid girl, to climb so high with no chance of escape. What was it all for?

One might find it surprising that a dragon his size could move in muted steps without dropping haste, but it was a skill he had perfected when at the disadvantage of no space to spread his wings. He stalked quietly on all fours, pupils narrowed to two black slits as he sized up his reward. There was not much of a distance to travel, and he no longer wasted efforts on containing the sounds of his presence as he advanced on her suddenly. Her response to seeing him was instant, her feeble legs propelling her to stand as she fought to keep her new attire from falling free of her frame. Her face collapsed into fear, and she pressed her back against the nearest wall as she dwindled from his presence closing in.

"Trying to run, my white lily?" He patronized as his head hovered over her, inhaling her scent up close as his puffs of breath tousled her hair back over her shoulders. She slowly sank down on her knees, trying to avoid the nearness until she buckled down onto her backside, letting out a short gasp as he prodded at her with his muzzle, "There is no escape for you."

"I . . . wasn't." She attempted to explain weakly in her shuddering voice, "Don't you like to look at the stars?"

"LIAR!" He barked before her, prompting her to cover her ears while her eyes closed as she cowered in terror, "You had no way of knowing this was here! No reason for you to seek refuge in the mountain except for attempting to escape. There is no lie you can tell that I will not be able to see." He spat venomously.

Slowly she let go of her shields, her arms moving from her ears to hug at her sides as she opened her misty eyes, "But I was not trying to escape. True I did not know this place was here, and I was lost on how to return to you. I waited because I knew you would find me, one as wise and capable as you, Smaug the astute."

He was dulled by her aim for flattery, her obviously having no guile which made her efforts to deceive all the more transparent. He was however charmed by her mentioning of the stars, whether it was said knowingly or not. He was passionate for all things in the sky, however little he was graced by their sweet glow. His set of sharp teeth drew into a baleful smile as he pulled back just enough for her to see all of his face, "You are a queer little human, I don't recall others like you in the cities and villages I persecuted. None with your hair, or your smell."

He sampled her scent from the air obnoxiously before her so she was graced with the act of him doing so. She lit brightly with humiliation, much to his utter curiosity. What more about herself was she shamed by, and only because those sorrowful lake men instilled the belief in her mind that she was an abomination. Hence forth that would cease in his presence. No treasure of his would hide from its beauty and superiority when compared to all things below the standard of his mountain. His paragon of fire would shine.

"There is something else about you." He continued smoothly, entrancing her with the gaze of his ember coloured orbs as her body relaxed on the marble floor before him in surrender for him to take, "Your hidden talent of fire is interesting to me. I don't suppose there are others like you, or I would have come across them in my time through this land. But is there more to you than that?"

Fire churned in the back of his throat, ready to be expelled in molten heat upon her flesh. He poised his head, ready to spew flame, before she broke free of her trance to hold her arms before her in an act of protection, "Oh please don't breathe fire upon me again, oh Smaug the generous. I grow so cold without apparel, and I've only just warmed from the air of the mountain."

He was less than inclined to listen, wanting to test every gift hidden within her that instant. The one thing that had him halt for a moment was the look in her eyes; such earnest and truthful resolve in frailty, the first she had spoken to him, and it terminated the building fire at once in his thoracic cavity. It didn't prevent the snarl coming to his face as he looked on her with derision however, "My troublesome pearl, you have chosen the most adequate spot of my mountain to feel exposure. Come down at once."

He tried to catch her between his teeth once again, only to have her clear out of the way as his jaw snapped on to nothing but air. He let out an irate growl while she rebuked with a scorned look, adjusting her stance in resistance, "No! I am not your prey to carry around in the stench of your mouth. I would sooner risk the jump than be carted around like some carcass from a flock." She snapped peevishly.

He slammed his two front claws down on the foundation of the platform to where she stood, shaking the ground in an earthquake as her feet stumbled over themselves for footing. He bared his teeth as every spine and spike stood along the length of his neck, his scales rattling like shingles when the wind blew between the layers, and he lowered his head until she was in line with his left eye peering at her with disdain, "You dare insult me!? Do not mistake my desire to have you as my prize as endearment! You are substance, an object of value, not significance. My jewel to do with as I please. This is your home now, you must obey!"

She shook her head defiantly, pale hair thrown about like streamers of ash, "No!"

He lunged for her again, only for her to throw herself off of the pedestal, casting her body into free-fall. His actions were swift, steadfast for any treasure in his hoard to not come to damage, her least of all. She was as frail as she was human, making trauma imminent anytime she was beyond his sight. His entire body swung around, his tail swooping out to catch her at the last moment before she would break upon the ground. Her weight was light, like a snowflake touching his scales as she landed safely in his clutches. A small whimper fell past her lips, and he felt the trickle of something warm coating the end of his tail, leaking from her right arm. Her flesh had caught on the sharp edges of one of the prongs on his rough hide, spilling her blood in a small stream. She pushed herself off his tail and away from him, rolling unceremoniously on the ground as she tried to collect herself. He circled her, his tail trading places with his head in a display of intimidation as he came up to her injured person, thwarted but nevertheless forlorn as she held a hand to her wound, "Let me see your defect." He commanded.

The fighting she had put up against him had vanished as she let her bloody hand fall to show the gash running up along her outer arm. Her precious flesh, damaged by her own insolence! His eyes burned with discontent, the value behind her skin perhaps the most important with it being unsullied by fire. The laceration would scar, and he made a poor substitute for a healer when matched against the delicacy of her race. His instincts drove him to do the one thing he could think of, and he paid little heed as she flinched back while he worked his hot tongue up her arm, cleaning away the blood. The acid and heat provided by his tongue allowed the wound to cauterize as he collected the red substance of her life into his mouth. Fascinating. She did not hold the taste of one who appeared ill with death looming overhead. It was alien to him, and delicious that he had to pull himself away from indulging in any more of her ruby rich liquid.

Her eyes were filled with question as she looked between him and her injury, mouth struggling to form words before he grew fed up and began to shove her with the end of his nose, coercing her to stand, "On your feet."

She stood without opposing him, anxious and jittery like a pup taken away too soon from its mother. In her attempts to appear brave before him, she forced back her hesitance to speak in what he presumed would be an apology, but he was taken aback by what passed from her lips, "Thank you."

No human had ever paid him gratitude before, and he was uncertain how to respond. In her eyes, it must have been a great deed for one to want to assist her, though he had only done so for his own selfish pleasures. In any sort, it was more hospitality she had ever been given, and he thought her a poor judge of such things if she thought him her savior, even if only for a second. Feeling rancorous from her humbled response, he went ahead toying with her at a distance, surrounding her as he pursued in circles, "What do they call you child?"

"I—it's Lirarwen. I don't remember ever it being given to me, but it is the name I am branded with." She replied in meek explanation.

"That will never do. You need a title to serve your role in my collection." He rebuffed sharply, feeling immediate dislike for her common lake name. To him she was soft, delicate and rare, needing a rather tender title to suit her worth. She was of mild grace, white smoke in the wind and an exquisite flower added to his plunder. That decided it for him, "Liliana, the white flower of the mountain, and lily of the valley."

She blinked rapidly at the declaration of her new name, startled into silence as she held her hands together before her, fingers still tinted scarlet from blood, and hair a tangled weave of dark ivory. He would have to set a time for her to properly groom herself, her current condition unbecoming to fulfill her role properly as the pride of his treasure halls, his child of flame. "I think I am unworthy for you to bestow such a title on me."

"It is my demand that you have this title, and you shall have it. Do not disregard anything I give to you, ignorant child." He hissed petulantly, "Now come. You will not leave my sight again."

She tripped back on her heels before he collected her in the grasp of his claws, squeezing enough to ensure she could not struggle out from his hold while in flight. He took off for the mouth of the mountain, deciding on hunting for his next meal while searching out a solitary part of the river for her to bathe in. His great mass was hidden in the shadows of night, swallowed up by the black as he held firmly to his new companion in hand. His gut was roiling in a storm of hunger that had only continued to flourish after consuming the small amount of her blood, the oily feel of it slipping down his throat still very real after he had taken his fill. It was better they were free up in the sky, the stars now blotted out from the dense clouds as he inhaled the frigid air to clear the daze inside his head. Intoxicated by his new possession, he wondered all along if he was destined to find her. She was a danger, poisonous like the rumored curse amidst the gold of his mountain, and he was ready to make certain they would never be parted.

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**Alright, so longer than the first chapter and more interaction with** **our main pair.** **Usually I would spend more time writing from the OC's POV, but I like the challenge Smaug brings, and thus leaving the mystery of Liliana for you guys to decide. What do you think of her title, and the continued curiosity of what she is. I think I lied in the first chapter when I said this would be a short fic. Some of your reviews have helped me expand on the idea, at least enough to give a full story. Don't expect a forty chapter epic or anything, but it could easily reach the twenties now. Also, M-rated now and I know some of you are curious about how that is done, but I promise I have my way and I hope it works as I move along. **


	3. Silence

**Alright, so a little more with Liliana again, divided into Smaug's POV the second half. Hope you enjoy ;)**

**Chapter song inspiration: So Cold by Breaking Benjamin. **

**Thanks to the 53 reviews, 78 new favorites and 166 new followers to this fic!**

**Disclaimer: I own Liliana/Lily of the valley, but nothing else.**

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The cool from the night air teased at her scalp as it wafted through her hair intrusively. The rest of her body was made warm by Smaug's claw wrapped around her, transferring his appreciated body heat to her as he carried them deep into the night without so much as a reason directed to her. Her arms were feeling tight and achy from the constriction of his grip, and the bottoms of her feet were turning numb from exposure and poor circulation in her legs. She wiggled her toes to keep the blood flowing in them as best she could, while her eyes were brave enough now to be kept opened as she watched the vast land below float past as he powered through the air. Such magnificence she hadn't known existed until that moment, high above the world with no one to reach them.

Turning away with her neck hanging back at an angle, she studied the cords of muscles in the beast's long neck as he inclined his head forward. The span of his wings continued to pull at the air, dragging them onward as he kept his body tucked into a streamline position. She wondered what it was like from his sight, the view of the landscape and the steady horizon from above compared to her position trapped in his grasp, feeling every sharp turn and gust of wind. To allow her to ride on his back would be degrading for one so prideful as him, but she fantasized about the idea of it in her mind regardless, the feel of freedom she would receive with her arms opened wide in surrender astride his back. It wasn't uncommon for a child to idolize dragons, and since she could remember she had wanted one for her very own, until she had grown wiser in later years. Maturity with age had destroyed such aspirations, and the tales discussed in the lodges and cider houses of Lake Town she had eavesdropped on as an adolescent painted a vivid picture of the wroth of Smaug to drive away any residual hope. Death and murder to those of Dale, and the dwarves of Erebor. She shivered for the dead, her prayers the only things left she had to give for the dearly departed, and she reminded herself not to dwindle on such thoughts for too long. One could be driven mad from despair, a valuable lesson early obtained in her life.

The thought came to pass, and never did she believe her path would cross with the dragon. Some hopefuls from Lake Town, mostly the fishermen at the docks with too much time to prattle, would ponder daily about the Lonely Mountain and the beast within. Their little establishment of boardwalks and lodges sat low on the water, and far across the lake, making it difficult to determine any sights in the sky other than rain clouds and bird flocks. She remembered one man in particular, Old Maddox, patch of black oily hair, teeth as yellow as the sun he baked under and a large stomach that hung out of his breeches as he worked the day away sweating through his cotton threads. He hadn't been the most well-to-do man in Lake Town, or the brightest, and he had started up a vapid rumor that Smaug was surely dead in Erebor, blackened bones sitting over the piles of gold just waiting to be taken. The babbling's of an old man still put to work, and most had brushed him off except the few greedy youth in town who thought about the treasure only a lake away from getting their mitts on. Still, none were fool enough to go on an expedition based on nothing but a hope, and when there wasn't any known entrance into the mountain. Liliana felt like she had the last laugh in that situation, having entered the mountain and had been laid upon the splendid jewels in not but her skin. Not that she was ever the individual hungry with avarice for valuables; she'd hardly paid his stock much attention. Still, she wondered what Old Maddox and those greedy boys would say now if they saw her.

Her reminiscing into the past broke as Smaug started to lower towards land, the edges of a sparse wood coming into view under the glow of the moon while he folded his wings back in preparation to touch earth. He let go of her body suddenly just before the ground, and she felt her weight hit down, rolling for a few feet before she hit a patch of turf. Her pains returned to her at once, and she groaned while hiding under the screen of her hair, face swathed in pale blonde. Her knees were bent up towards her body as she lay on her stomach, arms tossed opened on either side as she absorbed the chill of twilight. The ground thudded abruptly and her body bounced as Smaug landed only a dragon's step away from her, sounds rumbling continuously from his chest. With her head facing the other direction, she had not realized he had lowered his neck until she was suddenly nudged at her side, the force rolling her over onto her back from the pressure of his snout. Her muscles and ribs screamed in protest of the action, and all of her breath seemed to leave her momentarily as she choked on getting her wind back. She sat up slowly, giving the dragon a fierce glare as she clutched at the tapestry still adorning her body. Her fingers felt brittle from the action, shaking from the frosty night while her dispassionate face continued to watch Smaug.

"Might you try and be gentler with me next time. I'm not a doll you can throw around." She kept the bite from her tone, wanting to sound as genuine with her request as she could, though it still came across as more of a demand.

"Oh, but you are." Smaug returned scathingly, and to prove his point, his tail swooped from the side of his body, jostling her down to the ground with the tip of it. She cried out in weariness as he then proceeded to stand her back up, only to knock her down once more on to her back. He stood over her, a sliver of pale moonlight shining down the path of his nose as he smiled violently at her, "Don't be timid my Lily, I find your fierceness engaging. A part of the fire within you."

At least he found one thing about her captivating, even if it was only her strange gifts that kept her his prisoner. She fought to push herself up in spite of the fact that his large face hovering just a short distance above her chest. It seemed he was waiting for something, either a cutting response from her or that she would beg for his help to stand. Neither was likely. She was clever enough to not get into a battle of wills with a dragon, him being the likely victor. As for needing his help, it was another thing she would not ask of. Life as an outcast, she was used to being independent, and she had tuned up her strengths enough to only ever have to rely on her skills, never knowing to submit to the help of others.

Smaug took a step back, observing quietly while she brought herself to her feet, refusing to glance his way, afraid of what she might see on his malign face if she did. She crossed her arms over her chest to sustain some heat in her body as she took a look around at the patch of forest they stood by, the bugs now silent as only the wind blew about them, "Why did you bring me here?"

A deep noise thundered out from his body in what she might have mistook for a laugh. Oh, but indeed it was, a rather judgemental and sarcastic chortle that reverberated from his throat, mocking her where she stood. The dry laughter did not last long from the dragon, and all at once his humor appeared to evaporate into immense contempt as he viewed her with his eyes, smoldering like an inferno, "You do not shine with even the dullest of gems in my mountain. I will not have you remain this filthy in my collection, you must be made new by the water."

She was brought out here to bathe? The notion was absurd, but it was obvious Smaug was serious about her maintaining her appearance. Her ears did not pick up on the water nearby and she concluded it would be calm waters he was taking her to. She was hit with a strong urge to flee, the last desire for her being to jump into a freezing river or pond for the sake of pleasing her jailer, "The water will be too cold." She said as she tried to think up other reasons to refuse him.

"Your excuses need working on." He goaded, "I would not bring you here without the intent of ensuring your warmth and survival."

She frowned, no viable option presenting itself for her escape from the situation. Her legs were not suited to outrun a dragon, and even if she could hide and duck between the trees, he could set the forest ablaze, uprooting trees from their place until she was back in his hold. Her shoulders caved forward and she turned away from him, starting in the direction of what she judged to be the water, aware he could follow with a mere two steps and correct her should she make a wrong turn. She was learning quickly that there was scarce room for her to challenge him, him easily besting her in any circumstance. Even her scarred up arm was proof enough that he could give her life as easily as he could smote it from her body. There had been no indication of tears to come from her though, after what seemed a lifetime spent on weeping, she just could not push anymore tears from her eyes.

Her sight refocused as her toes touched the bank of the water, pebbles crunching together beneath her feet as she looked down into the still shallow edge of the Long Lake. She could not make out Lake Town from where they were, never having been on this side of the lake before it seemed the little settlement was only visible at a great height. They were still at the bottom of the Lonely Mountain, its high peak behind them in the distance like a watch tower. She stood nervously under the Mountain's watch, rubbing her hands up and down her arms as she looked at the water with reluctance until Smaug's impatient breath at her side caused her to jump in frightened excitement. He blew a small jet of orange fire into the lake, all the water in ten leagues brought to a boil as the surface filled with bubbles.

"Where has your boldness gone to White Flower?" He inquired smoothly, his position unchanging as he stood at her side.

"You expect me to disrobe with you watching?" She asked incredulously and not without a hint of unease.

He snorted, pulling his head back up as his body flopped down along the bank on his side, his long torso creating a wall between her and the path back to the mountain, "Humans and their modesty. Have I not already seen you bare?"

"Well . . ." She fumbled for an excuse, not quite understanding herself why it was suddenly so important she was given privacy in this matter, "What if I fail to groom myself to the best potential because I was unnerved by your staring?" It was a week excuse, but she suspected Smaug had little patience to even want to take her out here for longer than necessary.

"Your use of the word staring, it indicates there is something of worth to gaze upon." He returned mordantly, "Cease with your virtue, and shed your garb before I burn it from your body. It has no value to me, and I would rather you fashion something new to embellish yourself in."

His words were sharper than a trenchant blade, and she lost any sense of humility as she unraveled the bundled fabric from her body. She spared no look back at the dragon, afraid she would lose her nerve at the last moment if she did, and she hastily stuck her foot into the water. Any man would have been boiled to his bones from the degree of heat simmering from the lake, but her flesh only lit up in colourful red and fuchsia, traveling up her legs to the rest of her as she slowly waded out into the deep. She let it swallow her until the water brimmed at neck level, pale hair flowing around her as all of the grime was washed away. The steaming lake protected her from the night, and while it was as comforting as a mothers embrace, she set to work on thoroughly conditioning herself, not wanting to spend another moment exposed in front of the beast.

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Smaug's breathing was steady as he lied on his side, still battling the hunger while he let his new treasure take the opportunity to cleanse her skin. He would not continue to tolerate many nights out of his lair, and he would set aside some time in the mountain to have the water room of Erebor functioning again, if only to give Liliana a pool to bathe in, and fresh water to drink from. He lazily watched the rows of steam ascend from the lake, fading into the bitter cold once it rose too high into the night's air. He had watched curiously, questioning how her skin would fare in test to the water he had brought to a swift boil. It pleased him to witness her flesh remained as unmarred as it had been from his fire. She truly was of the flame, or something as equally unreasonably magnificent.

He rested his head down upon the gravel bank, his eyes observing her every move while she made it habit not to look in his direction. Shyness, a trait held by someone unsure, or very likely unspoiled under her circumstances. She was new into the years of womanhood, and had not been gifted with the chance of suitors following after her because of her oddity. A virgin. He was brought satisfaction by this revelation, now being able to boast that his new treasure was completely untouched by man. He doubted if there was ever a man in Middle-Earth noble enough to court her. Even the most righteous of Knights and Warriors were unwarranted for this girl. No Elven Prince or Lord of Gondor would have her heart, for it belonged in the Mountain with him.

The sloshing of liquid made him snap his eyes back to her, the water breaking as her body sank down into the lake, like a knife stabbing through soft meat. Her white hair blossomed in all directions like petals, the light of the moon dancing off of its sheen like snow. She resurfaced after a moment with her hair now slick and clinging down her back heavy with moisture while the water beaded down her skin. Her hands continued to comb through her locks, squeezing out ash and dirt functionally as her dark eyes remained impassive about the task. He continued to let his eyes memorize her, so he would know her as well as any coin in his accumulation of treasures. Her pert nipples were surfacing just at the edge of water, droplets of water rolling down what breasts she had developed as she stretched and arched the muscles of her back. From below the dark water, the rest of her image was blurred, but he could see her legs kicking every so often at a languid pace. They were well defined from her days spent leaping to and from the boards of Lake Town. She only appeared slightly malnourished, poor from the hard times suffered by man. Her waist branched out into a wide set of healthy hips, and a soft, rounded backside that he knew the ends of her hair could reach when it was unbound.

A rested sigh rumbled out from his chest, and his lids drew half closed, still letting a small slot revealed so he could see if she was brave or fool enough to wander beyond his influence. In the alcoves of his mind, his thoughts began to drift into semblances of dream sequences, all pertaining to Liliana. The faintness of her skin, he could recall its softness between the pads of his claws and the overlay of his tongue when he had first tasted her in his mouth. The chambers of his heart furiously pumped blood through his body and he felt something singing within him; something primal, something man. A trickery caused by her blood he had ingested? Implausible and he breathed a snort at the thought. He had always shared a fondness for woman of any race alike. The fairer sex, so gentle and nurturing, always the faces he would see fleeing in terror to protect their young as he had ransacked village and town. It had made his decision all the easier to keep her, simply for being female, but what was this bizarre attraction? He was the last of his kind, so perhaps loneliness. Never before had he desired companionship from any creature though, and he used his predatory instincts to drive his survival without requiring others. It wasn't loneliness then. So what was this new passion?

The strong feeling persisted to surge through his body, and her scent became all the more prominent as he breathed, nostrils becoming flared as she drove her way unexplainably into his thoughts. His forked tongue, blackened like coal, flicked out from his mouth subconsciously, the gentle breeze containing more of his Lily of the valley, and he swallowed thickly, struggling against the torturous images he saw of her. Skin palest white as she lied in a bed of his coins, lips red like the juice of a berry and eyes blackened with lust. Her stare was to the ceiling of the mountain, and her flesh was flushed from heat, the rosy buds of her breasts erected, rising and falling teasingly with every deep breath she took. It was not until her legs parted and a head of dark hair invaded the imagine with a tongue running up between the juncture of her thighs did he awake from his reverie.

His head snapped up with a strangled growl as he was pulled back into the reality of the night. His eyes immediately looked to the lake, only to find the water still and chilling once more, no beautiful body floating across its surface. Before he was able to let out an enraged roar, he felt a small presence pressed into his side, beneath his arm. He inclined his neck to find Lily situated beside him, the tapestry covering her, this time as a blanket as she held it up to her neck. Her hair was already frizzing and curling into ringlets as she watched him with a furrowed brow of strange wonderment. His breathing eased, and he realized she had sought out his heat to help keep dry and warm. By the shifting of the moons position in the sky, he realized he had fallen into a short slumber, and she had chosen to remain.

"Can you swim?"

He paused for a moment before realizing the strange question was directed at him, falling softly from her mouth. He grumbled, shaking his head back and forth quickly to snap himself back into coherence before looking at her acutely, "Do not waste my time asking foolish questions." He ordered.

She appeared only slightly dejected by his typical response, otherwise hugging the tapestry a little tighter around her as her eyes traveled away from his gaze, "May we go back now?"

He continued to watch her for any signs of deception, knowing she would not be eager to return to the mountain for anything other than warmth and a sense of shelter. However, she hadn't disobeyed him, and she was cleansed properly, her face now visible from the removed layer of dirt, and her hair fluffy if not a little untamed. He supposed the dwarves must have had combs of silver hidden in the stockpile of his treasure—such things he paid little heed to—and he would seek one out to better the condition of her mane. He still required food from a hunt, and now he had a smaller mouth to feed as well, or else she would wither and wilt unattractively like a flower to winter. His legs shifted and he brought his body to a stand while she fell back unexpectedly from his movements. He guffawed at the surprised look on her face, putting aside that convoluted dream as he watched her collect herself respectably, despite the burning of shame in her cheeks.

"Come now Liliana." He pressed, constraining her choice as he watched her drape the fabric back over her body again. She sent a longingly look to his back, a gaze he did not miss, and it was quick to send him into anger. He did not respect her enough to grant the privilege of her to straddle his back as if he was some common horse for her to ride.

Another moment he allowed for her to straighten herself out before he seized her between his claws once more without a word, driving up hard into the air as he took the path back to the Lonely Mountain. He would leave her locked in his treasure chambers while he hunted, curious about her, but more wanting the distance away from her for the time being until his thoughts sorted. His obsession with her was causing a sickness in him, taking him down a road he had never known with any jewel before her. Lily of the valley, so sweet and deadly, filling him with the yearning of murder for any who dared take her away from him. He was nearly tempted to free her at once, let her fall to her demise, or else face the madness that had poisoned that weak-minded Dwarf King of old. He hated the line of Durin, so much that he aspired to not fall prey to the same frailty as them. He would not allow Liliana to be his Arkenstone, and so he tightened his grip on her, undaunted in his decision to never let her fall.

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**An interesting turn of events, and I hope this was tasteful yet deliciously interesting to read. Previous readers will know that I usually take forever with developing any sort of connection, but I wanted this story to be freer and a fun thing for me to write rather than a very plot heavy fic, so I thought I'd tease just a little bit with the good stuff earlier for once. I just thought I'd clear up some of the confusion before we get too far into this thing and so obviously Smaug as a dragon is a mythical/magical being, and a human side of him has to exist for this story to work. I can't explain how that will go about, but I didn't want anyone to continue to be confused about an M rating for this fic, because I totally know where I want this to go and I want to help my readers as I go through this journey. Also, did anyone figure out the little detail about Liliana's name, it's a subtle thing and I'd love to know who caught it! You all are so wonderful, and I have to thank you for the support, because this started out as a fun idea and has spread into the hopes of a good fic :D**


	4. Whirling

**Quick update, only because I had most of this prematurely done as I posted the last one. Enjoy my lovelies ;)**

**Chapter song inspiration: The Last Pale Light in the West by Ben Nichols **

**Thanks to the 79 reviewers, 100 favorites and 191 followers. And thanks to DONOVAN94 for adding my fic to her community!**

**Disclaimer: The OC and original plot is mine, but none else.**

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Lily sat on a small patch of cold stone floor in the treasure chamber, her backside favouring the flat surface over a bed of uneven coins. She had been dismissed into the mountain by Smaug rather abruptly, which stirred unrest in her as she studied the cut up bottoms of her feet. Perhaps she had been wrong, and he had noticed she had attempted to run off while he had fallen into a short sleep at the lake. It was after she had risen out from the lake to notice his lids completely shut while untroubled groans and sighs had wafted out from his lips. She had even gone as far as to test how deep into slumber he had fallen, calling his name and patting his nose with her hand which must have looked ridiculous, her vying for his attention like he was some pet off the floor. When no stirrings or signs of awaking had come from the dragon, she had grabbed the tapestry, wearing it like a cloak around her neck as she took off up the path to the plateaus of the mountain. Her only other escape had been the lake and she was not confident enough in her swimming abilities to get far.

She hadn't run for long before her feet had grown sore and she stopped to think about the irrationality of her decision. Everything was done on an impulse, to cut the tether now and make the break for freedom. How far would this escape last before he would awake and track her scent again? The Long Lake wasn't pure enough to vanquish his senses from finding her, and wherever she would go, a trail of fire and ruin would follow. She knew she would never be quick enough to reach a far enough distance, and there was no place he would not find her. Tripping over herself, she had spun around, sprinting back hastily in the direction of Smaug and the lake before he could find her to be missing. His possessiveness over his treasure was confounding, and she had no doubt he would hurt others to find her if ever she was to be liberated of his mountain.

Her heart thumped and her feet hurt as she found her way back to his large mass, still unmoving in the gravel. She was reassured that he hadn't awoken as she had nestled herself into his side, absorbing his heat while trying to play the part of obedient captive without making so much as a peep. She waited quietly with the skin of her back pressed up against his scales as he continued to hum tranquilly before his eyes snapped opened with a start. He first looked to the lake for her, something overemotional whirling in his eyes before he realized her position. It was unknown to her if dragon's dreamed, or what they would even see if they did. She caught his attention by asking him if he had the capabilities to swim, thinking now in small hope that maybe the lake could have been her way out. He hadn't answered then, and the thought lingered. Smaug had taken on the appearance of an unsettled beast, and they had not spoken again since he had carried her back and left her in the Lonely Mountain.

"Oh drat those thistles!" She cried as she took care to try and repair her swollen soles of her feet. He would smell the fresh blood upon his return, and she had no way to lie to him without his knowing of it.

She had dug around for a while through the piles of expensive metals to find something else to dress herself in that would stay on her shoulders, and she had come up with what she supposed was a white dressing gown for a female dwarf. It was wide and short, ending at her thighs, tied securely around her waist whilst the short sleeves billowed out at her elbows. She was now cutting up pieces of the tapestry with a pilfered golden dagger, for use as makeshift bandages. The knife was more of a decorative piece with an ivory hilt and encrusted rubies along the length of the blade, and it served poor as a weapon with a dulled edge, making her scissor work look rather hackneyed. The tapestry was made frayed along the edges, but the strips she had cut served as good cloth coverings for her feet, and with one bandage tied around her upper arm to hide her fresh scar. The rest of the material she could use as a blanket or at the very least soft bedding if she was to be kept warm by the proximity of the dragon.

Exhaustion was creeping up on her now, and she rested the knife down at her side as she stretched out her legs before her. The events of the day had taken much from her, and she could feel herself fill with hunger for the last thing she had to intake was hard cheese and stale bread, sitting low in her belly. The sickness was still upon her too, she could feel it hadn't diminished or improved any as it continued to sap her vigor. Her skin was turning more ashen still, and was becoming dry and flaking on her shins and forearms like canoe birch. She had caught her reflection in a silver serving dish before given the chance to retract her gaze, and she had found her eyes to have grown increasingly dull and black, now almost no trace of her soft brown irises. Soon Smaug might find the task impossible to make her shine amongst his gems, as he obviously had not taken a good enough look at her in the light. She wasn't even sure if he had seen her at all, what with his odd behavior still unexplainable to her.

She took a lock of her hair in hand, deciding whether or not it would better to braid it away from her face. Smaug was very strict on how she was to be presented that she felt she needed guidelines, or at the very least the dragon himself so she might ask. Her pampering and fretting was put aside as a great sound erupted, and her head turned up high to the ceiling of the mountain as Smaug glided skillfully back down to the ground, the coins leaping in excitement at the return of their keeper. He picked her out immediately amidst the gold, the only pale light in his hoard.

She brought herself to her feet, forcing a brave look even as her legs felt like twigs under the spell of his eyes, deep and soulful like black pitch drums. He crept forward, his movements almost appearing unsure, though his expression always depicted a different picture. Vanity and bravado. Whatever feelings had plagued him before he went on leaving her alone were over now, which set the course for things to continue as they had been. He lowered his head before her, dropping from his mouth what remained of an apple tree. The branches were twisted at odd angles and the leaves, of what little were left clinging by their stems, were singed a deep brown. The fruit remained unharmed if maybe a little crisper. She knelt down tentatively, plucking the vermillion skinned fruit in her palm before her eyes darted back up to Smaug. He appeared pleased, and not in an authoritarian way, this was genuine and it made taking a bite out of the apple easier for her, knowing this wasn't some ploy to lord over her with his power. She chewed carefully, the taste bland but sweet as she swallowed. Fruit was always something heady to her, a nice change from indulging in fish every other night when she could find any in Lake Town.

"Thank you." Her words were soft and grateful as she munched another bite from the fruit. She could see the rest of the broken branches were heavy with apples, and she would gladly partake in another.

"You are frail, and you will need other forms of meal to sustain you, but for now you must wait. I have lost the night to the horizon, and I would rather share in my day conversing with you." Her lips thinned as she contemplated what that meant. It was ridiculous to think Smaug wanted to talk for company, and he would obviously try and learn what he could about her history to puzzle together the mystery of her talents, "I see you have built a nest for yourself."

She looked back over her shoulder at the small pile of fabric along with other scattered things she had fetched for herself from his collection. It was a pathetic excuse for a bed, but she would rather have her own small space so the idea of being a caged bird would not feel as much as a burden. His voice reverberated off the walls deeply, and it made it difficult for her to interpret if he was angered or simply stating an observation, "There was no other way to occupy my time." She excused, clutching the fruit a bit tighter between her hands as if it was her own heart to protect.

He hummed, acknowledging her answer as he spread himself out onto his gold, red scales contrasting beautifully as he reclined his position. His head came down to a full rest, his chin lying on a pile close to her so he could continue to face her for their conversation. Getting over how timid she felt in his presence, she lowered herself to the ground, sitting on the side of her knees as she tried to keep the large garment intact on her body, "I am pleased to see you have changed your attire, though the proportions of a dwarf do not match yours."

Pulling at the loose fabric, she understood what he meant, "I liked the colour."

He huffed out a breath of hot air, amused by her deciding attitude, "Tell me little flower, what are your talents? Something of the arts perhaps, having an affinity for songs and poems."

Oh dear, he was going to find her dreadfully boring! She wasn't a privileged girl, and Lake Town wasn't especially known for its cultured festivals like the Wood Elves they traded with down river. It was a small settlement, everyone knew everyone's name and business, with little for privacy, and most celebrations were spent on feasting and gossiping as denizens became loose-lipped on ales and strong ciders. He was waiting for her answer with a hard look of impatience, and she lowered her hands to her lap with the apple between her palms as she sweated with turmoil, "I'm afraid I am unfamiliar with such recreations as those."

"I thought as much." He said slyly and of course with his intellect he had been setting her up for that answer, "You are not a girl who romanticizes for her future. How did you get on in that miserable place? Have you no guardian."

"Not by blood." True, she couldn't recall ever having parents. She awoke one day as an adolescent, no memory of how she came to be and thus her life had started in Lake Town, "I lived with a family with two sons for a time. They were not my kin, but they fed and clothed me, not out of love but in duty."

She had felt so alone in that house of four. The boys were good to her, treating her as their blood sister. They never were too friendly with her if their parents were nearby however, but during the day when they'd have the run of the town, the three of them would find themselves in different spots of trouble. Gaellyn was older than her by two years, and he was more understanding to her situation, sometimes sneaking her pieces of his meal he did not finish. Yricyn was young, and he hadn't fully understood the tension of the home or why she was treated differently in the family, but it was always his sweet laugh that could bring her to smile. She never had concluded the reasons for why the family took her in, and she was often left with the impression from the adults that she was a stumbled upon presence, taken in as a hopeful fortune that hadn't paid off. Perhaps Smaug would in time come to this same decision. Regardless, she wondered if those few down in Lake Town had stopped to look for her, it now branching into nine sunrises since she had left from Lake Town to make the journey to Dale where she had been captured by Smaug.

"I see now, you love them." His condescending tone made the unintentional smile fade from her lips, "But they did not care for you, or you would not be here now."

"Is there a problem in that?" She snapped peevishly before taking a moment to breathe.

He was riled by her response to him, but she knew he held back his anger, something keen brewing in his eyes to forget her brazenness for a moment, "Interesting. You hold bonds of kinship in high esteem, even when there are none that exist for you. You do not know where you hail from?"

"Before Lake Town, no." She sometimes liked to think she was from a great city far away and somewhere her family was waiting for her return. But those were the dreams of a girl; she had been found along the borders of Greenwood the Great as it was still called then, washed up from the river before Lake Town. With blunt shell ears, she clearly was no elf-child, and so it was left to man to take her in.

He was ignorant to her dejected tone, or perhaps he was apathetic to such emotions because he did not halt in his insistence of the topic, "You are above those fishmongers and tub traders now my Lily. Your new home is here."

In this cold and desolate place? Even the hottest dragon fire could not melt the ice in her heart for the lack of fondness she felt for his lair. Lonely Mountain indeed. Only those who resided there could feel the isolation from the world, and while that may have suited a dragon, she couldn't help but think she'd perish in those halls. A thought occurred to her, slamming her to a full halt as she considered her captor. Smaug was the last of his kind, and perhaps he was the lonely one. A dragon would never face the truth of that, and it was inconceivable to think he would need a companion for anything. Death, murder, destruction and chaos were the only tales she had known of him, but an ancient and magical beast, there had to be layers beneath those glossy scales. Whether or not she was prepared to discovered what lied within was still to be determined on her part. Overcoming her fear of him would take time, and she was oh so tired, nervous to put forth the effort to see to that. Then again, there was the span between now and her life's end to try, so time was the only luxury she had.

* * *

How aggravating it was to find his sated hunger had not cleared away the dream of Liliana from the recesses of his mind. Devouring a stag whole was usually enough to sway his body back into the motions of sleep, but for the moment he dared not enter slumber, reluctant to have to deal with his queer new obsession. Lily would be put in true danger if he could not impede these new black desires for her. Small and unaware as she was, she would not be able to sense the hunger he was restraining himself back from. It had taken a hold so fast that his unprepared mind had allowed for too much to be seen.

In his old age, he knew of patience and control, and to ease his apprehension, he focused on other tasks, first finding her a small meal of fruit. Her frame was willowy, narrow in many places and the skin growing taunt over the bone. Apples wouldn't put any weight to her frame, but they would sustain her until he caught something heartier. While her age and height were excuse enough for her size, the state of her appearance was something else to fret over. He had not seen by the lake in the pale glow of the moon, but here in his sea of gold, illuminated by bright light she was turning waxen, flesh a dove ash hue like the ruins his fire left behind. Her eyes had darkened to shadows, and he saw the flaking of the skin on her shins and arms. A toxic anger gripped him, imagining that she would pass away into the night against his will and might.

It was breaching into early morning now though, and they had missed their chance at a long slumber. He could see her eyes were heavy as she leaned against a pillar on top of her ridiculous looking roost she had made out of the tapestry. Pieces of his treasure were rested nearby, toppled coins and a decorative dagger that she had clearly used on the tapestry, and for no real other purpose. Such a butter knife wouldn't harm him if it had been her intent, but it was unlikely she would resort to violence; so tender and frail as he had come to discern of her. He felt a twinge of hostility towards her for going about handling his cherished pieces without question, though nothing had been taken from the mountain, and she did not appear to have any air of rapacity about her.

"What is my purpose here?" She asked suddenly, and he witnessed her face twist into despair, a need to know more, "Besides my impossibility of withstanding your fire, what more can I give you?"

"You are young and unwise to the ways of a dragon, dear flower." He remarked candidly, "Gold and treasure is just another necessity I feel I must have, a craving that must be answered for. I do not part with what is mine. Should you ever be so bold as to flee from me, I now know there are others you care for. I would hate to leave my mountain only to torch a settlement of humans, but I will if I have to, as they are so near for me to cause harm. Your place is here, and do not hope otherwise."

The warning was stern, and he felt her quiver in the crushing silence as she receded deeper into herself. He found the girl easy to manipulate, and she had been foolish to inform him of her past so willingly, only for him to have leverage over her, securing her loyalty to the mountain, to him. Not one tear had slipped from her eye, and he admired her tenacity to appear as strong before him.

"There is nowhere else for me to go." She turned her head to the side, sighing as she kicked her legs out before her.

The want to scold her for being so malcontent was present, but his attentions were quickly turned to another matter, and he narrowed his eyes at the temporary shoes she had constructed for herself out of the blue fabric, tied around her arches to ensure they remained in place. It wasn't peculiar for a human to wear coverings on their feet; however he thought he smelt the faint scent of blood from the cloth, "Stand up." He directed.

Her eyes widened a fraction at the request, and he knew in that instant he had caught her in a lie, "Why?"

"Do not question me!" He barked fiercely as he pushed himself up on his haunches, wings unfurling from his back as he displayed his impressive size as an act of power before her, "I wish for you to stand, and do not argue otherwise or I will force you up on those legs."

Slowly she did as he requested, her legs uncurled from her body and she pushed off of the stone floor with her palms flat against the surface. Her eyes were kept down as she completed the act until she was forced to meet his eyes as he pinned her with a stare, "What now, oh Smaug the indomitable?"

A malevolent smile was brought to his thick red lips, curving upwards to expose his teeth. He found her endeavors to placate him unfathomable in that moment, wanting for her to writhe in discomfort as he brought to light what she wished to conceal, "Walk forward my Lily, I wish to see you in the light of my gold."

Her shoulders squared into a tense position and she lifted a wobbly leg, having the sense to not question him again. Her wince was uncontained as she brought her foot down and her limp manifest as she shuffled forward in short steps. Clever darling, he was too quick to assume her allegiance, and it was apparent she had tried to run at the lake.

"You must take better care Liliana. I suppose it was not the rocks that gave you injury?" He growled softly as his lacquered onyx nails clenched tight through stacks of coins, filtering their way between his claws, "SPEAK!"

She jolted in terror as she let the apple core drop from her hands, it rolling away against the ground sad and forgotten, "No." She whispered.

"Pine needles and weeds." He hissed as he inhaled her closely, the power of his breath intake nearly pulling her to him, "Tried to flee back into the woods, but you forget you daft girl, everything of the mountain is my territory! From every stone and leaf, to grass blade and pebble is mine. There was never anywhere for you to run, and I would have found you, smelt you out. If you are so insistent to have your space from me, let me give you your own aerie."

"But I came back!" She broke her silence in order to make her defence. Excuses and justifications, she was speaking little of what he cared to hear.

"Should I bow down to you for that?" He patronized, crimson scales shimmering along with his fury, "Delicate Liliana came back, and because she is afraid, or half wise to run, but also knew better and returned whimpering. A whipped mutt shows that kind of loyalty!" He roared furiously as he lunged for her.

She yelped as he caught her, wrapping a solid grip around her frame, body going limp as he held her tightly in his grasp. His wings flustered his coins into a maelstrom as he carried her up above the treasure chamber, uncaring to her protests now and unyielding in the fit punishment he had for her. Like a fine jewel, she needed to be polished to his liking, refined but obedient. Batting his wings, he floated a great height above his gilded bed, to a series of grand chandeliers aloft, shaped liked lanterns while dangling from the vaulted ceiling by thick chains of iron. They were forged by the dwarves, in finest gold, sturdy and beautiful. Never had he lit them with his fire until that moment, and he did so with brutal purpose as he reared his head back to blow a heavy jet of flame into the underside of the chandelier. He released Lily from his grip, dropping her on the flat surface of the lid of the bowl formed light while the fire burned beneath her for warmth.

"You have nowhere to turn to my little jailbird. From this height the fall would kill you, and your only way down is if I wish it. The fire will keep you warm, and I shall keep you fed. Until I trust you not to desert my realm, this is where you will remain. Enjoy your nest."

She struggled to sit up, white hair tossed around her face mixing with the tears he had finally caused to fall from her lashes. Her lips quivered as she tried to formulate a sentence, another explanation readying from her mouth, "I didn't run away, I—"

"You came back, as I am more than mindful of. You keep your reasons; I care not for the pathetic excuses of a girl. Do not speak of it again." He blew a flash of fire at her feet, burning away the cloth coverings, exposing her swollen and cut up sole's. She said nothing more, face painted in guilt as he abandoned her to her small space above his collection.

He landed with a gruff growl, sinking into the masses of his cool treasures against his belly, eyes burning as he fought to ignore the muted weeping overhead. Had she expected his treatment of her to be tender? His attachment to her was only of a material value, and he would ensure she learned her place. She had betrayed him, and this penance she would pay would establish the boundaries of their relationship. He is King under the mountain, she is his crown. To his agony, he became reminded once more of his dream, body aching as he imagined her naked skin, the soft mounds and rose hues of divine attributes on her body. Bellowing out a frustrated moan, he sunk himself deeper into his coins until his entire mass was hidden, wind puffing out from his snout as he squeezed his eyes shut. Liliana was his jewel, not his mate, and he needn't treat her as his equal. She was the first companion he had known that he had kept for himself, granting her breath in his halls, and he craved to want to trust her, but ages alone made him paranoid and unsociable. Her question of her purpose in his mountain made him consider; what else would he use her for?

* * *

**So everything isn't moving smoothly yet, as can be expected with a dragon. Of course, can't blame her for having a moment of weakness and wanting to run, but she had the sense to run back (and perhaps something else told her to) as we have learned. Will continue to talk about what may or may not be plaguing her, and I think this story will turn into a surprise along the way when that is revealed. As promised, the subtle meaning in her name title, 'Lily of the Valley' is an actual flower, and it is poisonous in real life. Perhaps hints that Liliana is a sickness for Smaug, or the sickness she suffers from herself. Many ways that can be interpreted, so food for thought ;) **

**A few things I wanted to answer for this fic. Yes, Bilbo will be appearing later, as well as the rest of Thorin and company. Be prepared, I may very well not follow everything exactly the same as the films/book, but I definitely want to write for some dwarves later! Also this story is also on AO3 under the same title, and I am fuchsiagrasshopper on there (what else would I be?!) **

**Also for the one Guest, I am glad you like my plots and writing, but never sell yourself short and don't give up on writing :D**


	5. Playful

**Woo hoo, one hundred reviews! Thank you guys as I continue to post for Smaug, and let me know if you find any of his other fics. I'm working with Donovan as we build up a community, and while I check as often as I can, I know I might miss them sometimes.**

**Chapter song, heavy inspiration: I Wish I was the Moon by Neko Case (it's lovely) **

**Thanks to the 100 reviewers, 120 favorites and 223 followers for making this story a fun journey.**

**Disclaimer: I own nothing but Liliana.**

* * *

Lily lied close to the edge of the chandelier on her side, having been trapped up there for days, or perhaps weeks now that she had lost count. She was only permitted down when it came to a matter of grooming herself, or when food was to be eaten. It escaped her, the importance that Smaug seemed to hold in them sharing meals together in company. She never spoke during those times, turning indifferent to the dragon and his mountain. She felt a breath away from death, and it soon happened that she had grown accustomed to her roost, better away from Smaug as she waited for the inevitable. Whether he sensed anything or not went on unsaid, but his longing for her was terrifying. She could not see passed his expressive eyes, but he wanted something from her, and her continued apathy was setting him on edge. If she did not eat all he provided for her, he would snap and snarl, threatening her with promises that she would sit in the bowl of the chandelier instead of on its top, surrounding her with the fire. Many of her dreams were made up of ash and flame now, so she had taken to his idle warnings without so much as a shudder.

Her hand dangling over the edge of her prison, haphazardly reaching for the toasty blaze below. The flames licked around her flesh in a tingling sensation, never burning her as she allowed the fire to play between her fingers. Through her peripheral vision, she could make out the great dragon watching her from below. He would feign sleep, but she had caught on quickly that he was often surveying her and her actions with fascination. He never took the chance to speak with her in those private moments, only staring until he would turn away in his slumber, purring serenely.

She pulled her hand away, rolling on to her back until she could no longer see him below. The tears had stopped on the third day, the effort seeming wasteful as they had steamed on the hot surface of the lid as soon as they had fallen from her cheeks. There was little else to occupy her time, and she couldn't fathom the life of a dragon, content to sleep on his plunder with thoughts of nothing else giving him cause for action. The food he brought back was effortless; sometimes a mouthful of fish from the lake fried by his fire, or venison from the woods. She had confessed to him quickly that she detested wild meat, but he wouldn't hear any of it, and so she had been forced to ingest the gamey taste. The protein had failed to add weight to her bones, much to his disdain as he would often nudge her with his muzzle to judge her fat content, growling in displeasure when she was still as frail as the day he had stolen her. She was stretched thin, haggard and unwell as she waited for anything to change her circumstance, or put an end to her torment.

She was nearly asleep with her arms stretched over her head before she felt a large presence rise up beside her. Turning her head while opening her eyes, she found Smaug to be suspended in the air at her left, glowering at her with his usual direful disposition, "Come down Liliana, you need sunlight." He lowered his head closer, waiting for her expectantly.

The request was bizarre, but she no longer refused him of anything, and so she pushed up from her aerie, bare feet taking tentative steps towards him until she stepped down on to the rough hide of his snout, walking along the scales like stairs. She was close to losing her footing, before lying down up the curve of his nose between his eyes, clinging on as he flew out from the treasure chamber at top speed. The rush of the wind upon her face from the flight was exhilarating, and she was able to see the corridors of Erebor pass them by until they came upon a familiar room, the aperture of the mountain. Her skin became bathed in the glow of the late sun as Smaug folded his wings back, driving out through the exit of the mountain. He did not take them far from the height of his tower, coming to a cliff at the side of the Lonely Mountain, large enough for him to land upon, and he did so with such envied grace. Once he was well adjusted on his feet, he craned his neck down and she slid off his snout with a small gasp, and then a breathy chuckle.

"That was amazing!" She cried gleefully with the likeness of a child. She laughed pleasantly, the warm feeling curing her of the constant melancholy as she spun around, finding Smaug watching her with curiosity. She cleared her throat a little in embarrassment, but didn't otherwise fight off the smile that her lips had been without for weeks.

"You find flying to be enjoyable, my little flower?" He asked in his attempt to understand her. He extended his body down on its side, neck up as his eyes kept alert while he guarded her with him. His polished claws grated against the stone in rigid strikes, and she wondered if it was habit because he did not seem to notice his little tic.

"I suppose I do." She agreed in reply to his inquiry, "At least, as much as any girl with her feet stuck upon the ground. Walking everywhere can be tiresome, and I don't care for the smell of horse." She crinkled her nose as she sat up on the ledge, her feet kicking back and forth as her legs swung over the edge. There was no trepidation or thought that she might fall; Smaug would undoubtedly catch her.

He snorted in what she suspected was endorsement to her opinion, "Your fairness and beauty belongs in the sky."

Her movements stopped, as did her mind. Never before had she been called such lovely things, becoming rather adapted to the harsh names she would hear said about her. She brushed at her hair swept over her right shoulder, fingers getting lost in the tresses as she tried to distinguish how she felt about the flattery, or if even she believed it. Maybe if her skin had a smoother textured than that of tree bark at the moment, or if only her hair was a different shade. No, she couldn't be beautiful. She was his treasure so he would believe for anything in his hoard to be aesthetically pleasing. Her shoulders fell forward and she was cascaded back into her somber mood, "That is a kind thing to say, and I am humbled, King under the mountain."

"You do not believe me?" His growl rumbled the ground she sat upon, and she tossed him a sidelong glance to see his eyes had narrowed.

"It isn't that." She shook her head, "I would never doubt your sincerity, but it is not a belief I share myself."

"Because of those insignificant lake men have led you to hide in shame." He slammed his claws against the ground, and she let out a shriek as his tail coiled around her unsuspectingly. He didn't squeeze her tight, though by the strength of his muscles, she realized he could have, crushing her into pieces if he so willed it. She was brought forward before his intimidating stare, irises smoldering like coals rich with embers burning throughout, "Do not shy away from bold thoughts. I have kept you to admire amongst my treasures, and you should know you are mesmerizing, like the jewels of old. I toss away ugly things, and yet you have remained. Tell me why I have kept you."

He wanted her to call herself beautiful? Her mouth dried of saliva, and her throat constricted as she could not bring the words to pass. Her lungs were failing her for an entirely different reason other than being squeezed by a dragon's tail and she thought she might start wheezing. He had his coils wrapped from her feet and up to her waist, arms still free as she rested them before her, palms running along the smooth length of his tail while she struggled to comply with his demand, "But I'm not really—"

"You are Lily." He interrupted her sternly as he squeezed a fraction tighter, "Say you are, and I will let you down."

". . . I'm beautiful."

Instantly the pressure was relieved, and he set her back on her feet with a tame touch she would not have expected to come from him. She stumbled for a moment, wincing as she felt the cuts on her feet stretch and tear. Most of them had healed in her passing time in punishment, but some of the deeper ones had only begun to seal, and now she could feel the light lines of blood under the pads of her feet.

"Your injuries ail you still." Smaug commented, sniffing the scent of fresh blood that had spilled from her into the vicinity, "Let me see." He ordered firmly, but with an underlying of responsibility to inspect one of his treasures.

"I. . ." She was going to speak, but thought otherwise as nothing she could say would dissuade him, and she brought herself down carefully as she stretched her legs out in front of her. Her toes wiggled to combat the numb feeling in her soles as the wetness of her blood smeared along the length of her arches to her heels.

Smaug tasted the brisk metallic scent in the air, his colossal head inclining down as he studied the wounds she had sustained herself. She grew hesitant for a moment as he looked at the glaring afflictions before his tongue darted out and licked up the surface of her soles. It could not be helped, and a mirthful giggle erupted from her at the sensation of his broad forked tongue cleaning away the blood, much as he had done for the gash on her arm. Maybe it was the feel of the sun upon her face that brought about these dizzy emotions of merriment, and she prayed they would stay with her.

"Be well Lily, and do not bring yourself to further harm." He instructed as he ceased his lapping. She watched him as he trailed his gaze over the rest of her flesh, from her legs to her arms, her right still bandaged in the blue strip from the tapestry, "How does your scar fare?"

Instinctively she tugged at the bandaged with her hand, unraveling it free to expose the angry lesion to the fresh air, "It does not hinder me."

He growled in disapproval at the sight of it, "Pity to spoil such a precious thing." He tutted as his neck snaked forward, tongue flicking out from his lips to skim the sensitive flesh of her arm.

He licked her as a dog would its master, and she thought it odd, the act not as affectionate as it might have been in the former situation. Smaug was no exuberant pup, and she clammed up at her unruly thoughts of what his other reason might be. He said he would not devour her as a meal, but a hungry beast could not be deterred from sustenance should he crave it.

"Thank you." She said politely, twisting the bandage nervous between her hands as he drew his mouth back. His breath hit her once again, and the hint of death from his fire mixing with the blood made her stomach roil, but the putrid stench could not be blocked out.

"I would not allow for you to continue bleeding. Lifeblood is to be cherished. It is rare in the sense that it is the one thing that will always be yours. Mindless creatures of this world spill it, tainting the land and sky with its reek."

She supposed when he killed, it was quick because the power of his fire. Ash, urn and silence, leaving behind not a trace of what he had slain; the evidence only indisputable in the ruins of structures he toppled behind him. He spoke with such animosity to all other living things, and everything was beneath him in his superiority, the rest merely stepping stones for him to cross. She toyed with the idea of him and loneliness once more, but did not comment on her fruitless thoughts. His mood was not as black as she had come to know, and she wanted for it to last without sending him back into a fit of rage.

"Am I granted to leave my aerie?" Her tone was trembling with uncertainty, but she wanted to know if her punishment had been served to its fullest degree. Surely he knew by now that she would not flee, the last way out having disappeared quite some time ago.

"If you behave." He remarked thinly, and his agreeable countenance was dashed once more anyway, despite her attempts to play nice.

"Why did you bring me here then?" She continued to ask. She tightened the tie of her gown while shifting her body to look out at the sunset. She'd be a fool to consider his motives were strictly genuine, for the deeds of a dragon hid a darker and more profound purpose. Get tangled in his web, and he'd bleed all over her, but she was no longer in a place to refuse his desires of her. She hoped her cleverness was up to the task, but to deceive Smaug would be an implausible feat, so instead she would have to befriend him.

"A part of my personal task to unravel the mystery of you. I can be certain I have never crossed the likes of you before, and it is highly foreseeable there are no others like you." His eyes flashed with delight at the prospect.

"And does that please you, that there is only one of me?" She asked cheekily.

"It encourages me, yes, to keep you close, and to cherish you. A being of the sun you are, and I can already see your radiance returning to you from basking under it." He crept around her in stalking movements, his head faced to her while his neck tilted down, "I am also privy that your moon cycle has only come to pass since before I found you. You do not ovulate as human females do."

She blushed at his words, but could not deny the truth of what he said. That had been her fist cycle since living with the family, all the more motivation for her to leave as she branched into maidenhood. As it was, she was much older than all of the other girls in town who had gone through their change years before she had. By her account, she should have bled again in the days come and gone, but her anomaly only furthered to rear its ugly head, "Perhaps it is a sign that I cannot bear children."

"Perhaps, but I find it all the more reasonable that it sets you apart from the race of men. Greater species have longer waiting periods between births, and you may have fewer opportunities than those pitiful beings. They breed far too often, and live half as long for it." He replied callously in what also was a compliment to her, seeing as he believed she was a 'greater species', and not to be taken lightly were the praises of Smaug.

"And how long do dragons live for?" She said without thinking, though the innocent question did not seem to cause him any grief.

"A life age of the stars." His gaze shifted to the sky as the clouds were infused in shades of tangerine and apricot, the sun half hidden behind the horizon as the rays of citron colour stretched out over the land like spindly fingers. It was delving into evening, the shadows poking out at every angle and corner of the mountain, the rock fading from gray to dark black without the light. Smaug appeared to be searching for something, under the spell of his own ancient lifespan that her inquiring had provoked, "I have seen stars come and go, their light fading out from the sky until they have vanished, unable to be reclaimed once more or recalled by the hearts of those trapped far from the reaches of their glow. I doubt many others have witnessed such events. Elves maybe, but other things do not care to look at the night sky. They find the moon so cold, yet they allow its light to guard them in sleep." He huffed slightly, and the end of his snout twitched with disgust.

"But I like the moon." She said while her body shook with a shiver from the imposing time shift, "I do not believe it is as cold as everyone says, and I sometimes wish I was the moon. It is so far away, and it protects us, a lighthouse in the fog, so dependable and everlasting."

"You can never be the moon Lily, for you tremble without the sun. Whether you profess to love its silver gleam, it does you no good." He dismissed, having noticed the change from before when he had first brought her to the cliff to now, "I must return you inside, or else risk you to evanesce."

She sighed lethargically, but agreed without words as she stood up from the ground. Surely the trip back into the mountain would be spent with her suspended in his claw, but he bowed his head once more, silently asking her to step on. Her feet were as light as puffs of air as she climbed atop his snout, hardly any weight for him to carry as she balanced herself in place before he shot off. His wings unfolded, clapping hard at the air as he filtered his way through the debris of the mountain, his course a part of him, his large mass turning sharply without knocking against any of the structures. She wondered if the blustering causing her hair to flail about was tickling his muzzle, or if his hide was too tough to feel anything so faint.

The blaring gold was visible below, and he dropped down on the unforgiving bed of metal, claws digging in to steady himself while the jingling of treasures floating down all around them could be heard. Lily slid effortlessly off the end of his nose, landing with an unceremoniously thud on her backside, legs sprawled out around her while half of her mane hung over her face. She blew out a breath, knocking the strands away before growing sheepish under the dragons subduing stare, "I'm not hurt." She felt she had to reassure.

"But you are rather clumsy, even for a human."

She said nothing, sparing herself of the dragon's quick tongue. Moving without causing too much of a disturbance, she quickly righted herself on her wobbling stilts almost as if her weeks at punishment had made her forget the use of her own legs. She was uncertain of her place, if she was to be taken back to her prison or not. The rims of his eyes were training in on her until his black pupils were thin slits, and the muscles in his face pulled into a semblance of a broad grin, "There is something on your mind I think."

She looked down at the ground while shuffling her bare feet in hesitance, "I . . . well, I am so tired and I was wondering where I may sleep."

He was toying with her, and rather cruelly because he knew she would ask, "Where do see yourself sleeping, Lily?"

"Certainly not back up there." She said aloud without thinking. Her eyes widened of their own accord, and she attempted to rectify her mistake, "Not that I didn't deserve that, or am I ungrateful for you having spared me."

"Be silent." He said, his voice had an edge as she halted her rambling, "You may stay at my side, but should you feel inclined to wander, I would counsel you to not follow through with that wish, or else you will be kept under my constant watch from up there." He pointed his head up to the ceiling with devastating resolve.

She would not wander, and they both knew that, but there was no harm in him putting the scare into her. She contemplated which spot would be appropriate to place herself, and decided beside his large head, just under his impressive jaw structure. His spade ended tail wasn't somewhere she wanted to be near, and she curled herself delicately against the side of his face, absentmindedly running her slender fingers up and down the underside of his jaw, the skin soft and loose as she felt every imperfect mark in the pliant layer. A deep and low hum reverberated up and out from his throat as he lied embedded in the treasures beside her. The lids of her eyes soon sealed shut and her ministrations ceased as her hands rested to her lap in contentment. Her vessel prevailed in sickness, but her heart contained within held warmth that spread from the peace he had blessed upon her, and she felt herself start to let go.

* * *

Smaug lied still for a long time after, smoke puffing from his nostrils like a chimney as he considered the supple gestures of her hands that had impeded his mind from sleep, and he thought about the silky traces her tips had left on the smooth patch of his jaw. He preferred her presence here at his side than above on the dwarf chandelier. He had hardly been brought to sleep those past weeks, unable to bury his doubts while keeping watch should she take a turn unconsciously and fall from her roost. He would have been able to catch her before such a plummet, but the nearness was something he had been shamefully craving, and now she was at his side once more. He inhaled her scent as she slept, Lily fogging his mind as she took over all of his senses, leaving him vulnerable as she leaked into his system. The spring water from the mountain made her hair softer, and he had hoped the same for her skin, but she was still flaky, flesh gray as deaths' breath and her eyes were his clock. He feared her veins were becoming bloodless as they coursed through her body, thick blue cords delivering dust. Through the heat of his body, he had felt her cold hands before she had fallen away into her dreams, deft in their lifeless movements. His Lily was dying, and there was nothing he could do.

As do all things happen, sleep eventually caught up with him as well, and his three sets of eyelids closed as he murmured growls into the still air of his chamber. Lily always came to him while he slept; thoughts of her in silence where they would not speak to each other. No sounds were ever made, and he would simply be observing her as if he was standing before her in the settling of his hoard. She could walk amongst the coins, and they would not clink together as they fell beneath her majestic feet. Every shift of her body was a dance, the quiet caressing her in a wordless song as she was covered in an unrelenting shroud. Her outline was always cast in hazy gold, evidence that she was nothing more than an apparition of his thoughts as she stood in a gown of deep vermillion and violet trim. She felt so alive, and he was desperate to reach out and take her in every way he desired; slowly, violently and reverently until they were both driven mad. Her smile always slayed his carnal thoughts through with an illusion sword, and she would throw her head back, laughing aloud, a sound that did not reach his ears.

His dream wasn't the same that night. He could hear everything in his plunder, the coins breaking away into a river as she shot up, clutching a hand to the center of her chest as she ran away from him. He followed, eyes wide opened, his form slithering through metals as he chased her trail to the makeshift nest on the empty clearing of floor she had feathered for herself. She had taken to her knees, eyes darker pitch than a starless night sky as she looked to him, pleading in moans of fear and pain as she rocked herself back and forth. Below the hand on her chest, he could see a fiery glow of that of an ember sparking in her chest. She looked horrid, pieces of black and gray falling away from her, of what was left of her skin. All of his ancient knowledge was laid to waste as he watched her cry out while her body went up in fire, becoming engulfed entirely by the flames. They were smothered quickly as he made a rush through his treasure to save her, but his claws came down onto nothing but quelled embers, and as he lifted them back, the floor was covered in a dark pile of ash, the little sparks slowly going out. He let out a roar that broke stone and shattered diamond, head swaying back and forth dementedly in his anguish as he cleared his throat of fire, the beams of the ceiling turning ebony as they absorbed his spewing inferno. He hastily tried to sweep up the ashes with his tail, his mind a storm driven of duty and care as he tried to keep her essence whole. He locked her away in a large silver urn from his collection, a high honor he bestowed to her, the lid sealed shut while he wrapped his body around the large jar to be kept under his aegis.

He could not shake himself awake from the vision, trapped in the nothingness that caused his black heart to beat out of pattern. The moon had failed him. Its beautiful glow had surrendered his hope, giving him only his hate and despair. The blaze in his chest was fueled by corruption, a possessiveness that perhaps had been responsible for this all, and events that had yet to pass that were beyond his sight. He held his Lily in shelter, defending her and the mountain that had become the tomb he had built for her unbeknownst to him. When his lids fused shut, he accessed the thoughts of his mind that had scattered into fragments, floating in abandon as he tried to piece together which was real, and which was the dream.

* * *

**And now I've left you all with a confusing cliff hanger! Seriously, was Smaug's POV as much a mindf**k to you, as it was for me? I was originally (as I've said) going to end the story at five with a much faster approach, and this would have been the original ending if I hadn't have built up plot along the way, so we continue from here, next chapter clearing all of this jumble, and a twist too! I wonder if any of you caught what the truth was in Smaug's POV, because it's there if you squint. Fear not if you don't, because next chapter is a big reveal for the next stage anyways, and that means more for Smaug and Lily. Iron Grasp of Winter update is up next for readers wondering. I've been busy re-reading it while I post it on AO3 and I'm having fun reliving it before it comes to a close. Has helped with the writer's block too! **


	6. Dancing

**While some of you guessed correct at Lily, no one caught the small detail that Smaug's dream hadn't been a dream( the catch: just as the dream started, he said his eyes were opened wide. also he heard everything in the dream). That's right, Lily really did go up in smoke and ash, so let's rewind back to our Dragon and find out what just happened!**

**Chapter Song Inspiration: Silver and Cold by AFI **

**Thanks to 123 reviewers, 142 favorites and 255 followers! **

**Disclaimer: I own nothing but the OC and the alternative plot.**

* * *

_Tap! Tap! Tap!_

Smaug snorted out through his nose, still half in slumber as a small sound awoke him. It resembled knocking, a tiny thing hitting against metal in a repetitive pattern. He refused to open his sore eyelids, the edges dry and cracked from residual water caught in the few faint lashes he had. Tears; he scoffed at the notion. He had been so certain it was a dream, but he had woken twice into the night, both times eagerly searching for his Lily at his side until he would take notice of the urn tucked under his chin. He would sniff its lid, his rust red scales reflecting back at him in the silver while his large black eyes filled with moisture, enough to flood a small peasants dwelling. All that remained of her was preserved in the jar, him keeping a tight closed seal on the lid so she might not blow away under his nose. He had moaned in despair until exhaustion had taken him in the early hours of morning, once more falling to slumber while he had no more dreams.

His mind was toying with him, a wicked game that he could not seem to advance himself further in. It was not clear that what he had seen of Lily was reality until he'd comprehended he had heard everything. Her cries, his roar and the rest was his treasure cascading around them in a shower of cold silver. When she wasn't by his side in the hoard, and the urn had taken her place, he was brought to that same level of fury all over again. Lily had died, and it was impossible to fathom, all the more because his heart refused to believe it. The black stone continued to beat in the center of his chest, tightly squeezed by the links of chain she had built around it in the weeks she was his jewel. He had meant to keep her forever; his Lily of the Valley, so consumed by her illness, he had refused to accept it had always been too late.

_Tap! Tap! Tap! _

There it was again! He grumbled, eyes snapping opened to search for the persisting sound. The thumping was close to him as he raises his long neck up from sleep. Silently he sat, eyes narrowed in suspicion as they darted around the stacks of his treasure. There was no movement that he could see, and he let out a threatening growl to try and coerce the intruder out from hiding, "Where are you?" He hissed silkily as his great mass rose up, displaying his magnificence while he searched the air for any whisper or sign of this new foe.

_Tap! BANG! Tap!_

The pounding was beneath him, in-between his front claws and he turned his head down to the offending urn, its shape shuffling around in the gold on its side, shifting with little jerks like a twitching animal. He bumped the side of his muzzle against the jar, taking loud inhales while the silver urn continued to shake like it was breathing. In his aggression, he shoved at the jar until it rolled away from him, down the slope of plunder and on to the hard stone floor where Lily's nest laid untouched. It crashed into the adjacent marble column, the metal vibrating like a cymbal while the covering popped clean off. He moved in a panic, diving forward as the ashes spilt out, only to halt his charging body at the last moment when something else fell out from the entrapment of the urn. A ball of flailing limbs, covered in dusty ash came tumbling on to the floor, finally landing sprawled out on their back as clear brown eyes looked up in surprise at the ceiling. It was Lily, sure as alive and breathing as he had seen her the night before. He prayed his eyes were not deceiving him, her chest moving up and down as she panted for breath, hair as dirty as the rest of her skin while her pink tongue darted out to lick her dried lips. He was breathing heavily as he stood over her, his shadow covering the ground she was stretched over while he tried to establish where he had been wrong in presuming her demise; what had mislead him?

Their eyes locked as she turned her head to the side, and her ash covered face broke out into a scowl, "Why would you lock me in there?!" She shouted angrily, "I had behaved!"

All at once his senses returned to him, enraged by her tone, but also appreciating that she had no memory of what had transpired, "Young Lily, you don't remember, do you?" His voice was thick and heavy, like the sap of trees, viscous with emotions.

"Remember what? That I apparently warranted a night's sleep in a sweltering tin?!" She pushed herself up, his sight catching the faint pinkness of her nipples as her chest thrust forward from the action. It wasn't long before she noticed her own bareness, eyes flying to her naked front before her arms flew around herself in attempt to cover the exposed areas. Her cheeks flushed a brilliant hue, the colour reminding him of other delicate features of her body that he favoured. She shifted slightly, crossing her legs while turning her neck up to look at him, "Why do I have no clothes again?"

"I expect they were burned away, like the rest of you. You were engulfed by flames, becoming one with the fire. I watched as you faded to ash, nothing from my part to be done to prevent it. You died last night Liliana, and I was sure your body had departed along with your spirit, set free by fire."

"I . . . what do you mean?" He could sense the fear and wonder in her voice, so soft and small as she resigned to listen to his words, his recite the only way to learn the truth.

"I swept up your ashes; you deserved a burial, the honor to rest amongst wealth and be preserved in it. It was you Liliana, the crown jewel of my collection, and I would keep you in death as I would in life." She appeared to shrink under the power of his words, the earnest present in how he said them, "But now you must be cleansed."

He lowered his head until his snout was before her, a sign of the bond they had built and the care he felt for her, bestowing her with the honor to ride along as his equal. She stood up carefully, her strength renewed as she held her weight under the vigor of her defined muscles that had been rather listless before now. She turned away from her shyness, climbing up to the top of his head while leaving trails of ashes at every groove she reached for until she was seated for the lift to the water room of Erebor. Once she was settled, he felt her lean forward until he could make out her face as his eyes went crossed to view what she was doing, "I suspect there is more to this story that you aren't telling me."

He felt outrage at her accusation, however true it might have been, "I will tell you in due time, and I always keep to my word, but for now I wish to tend to you, and test your well-being while you remain in solid form."

Terrified there would be a repeat of last night, he leapt off from the ground without hesitation, the breeze on his face a wonderful indicator to make him aware that this was no dream. He pulled together all of his vast knowledge that he had obtained over a life age across the lands, surmising what race Lily was kin to. Fire and ash, not entirely unlike himself, though she had no fascination with gold, and her eyes held no avarice for valuables. Her bone structure was delicate, lithe with a long gait and her feet were narrow with long, hollow bones under the skin, much like her hands, made for reaching. The air of death was no longer hanging over her, and she smelt rather like myrrh and sunlight. A being of the sky, he still held firm to that belief. She must have been suffering from a form of memory lapse to cause her to forget, and he was curious over the tale of how those lake people had happened across her at the borders of the wood. She had died and was reborn anew in a span of the passing of one moon, returned by the dawn and the rising sun. The details continued to surface, and he thought back to their evening visit while the sunset had fallen on the horizon. Much as the sun was certain to return when it was expected, so was Lily. Resurrection. His eyes gleamed with terrible understanding, and as her value only increased for his benefit, he also felt his lust bloom from a deeper cavern of his mind.

The journey to the water room was short, his bulk smashing through the small stone gate entrance as his claws took to the uneven ground. The water room was no luxurious bathhouse, dwarves having no affinity for fine things such as cleanliness. They were workers, and such was the purpose of the room. The valves turned in a complex series for the mountain spring water to flow out in channels, providing water for the forge, in the mines for smelting and any other working room where steam and hot liquid was required. All of Erebor was geared towards the mining efforts of the dwarves, a craft he held in the highest esteem, it being the sole reason behind the existence of his hoard, to which he was eternally grateful to those dwarves, dying so that he may claim it. Not a day had gone by in which he had stopped to feel remorse or guilt for his murder and thievery. He hated those nasty little creatures. Hairy old men who were too greedy in their lifestyle to see his charging; they deserved to lose their Kingdom for being so blind. Whatever strain of illness that plagued the line of Durin had yet to take hold of his vastly superior mind. Dragons stole by nature, and no Arkenstone had been enough to make him think his ruling was divine. He was already a creature of magnificence, and it was principle that he be surrounded by such beauty, much like his Lily. She was more dangerous than any diamond, but he paid no heed to that, for now content to let things lie as they had been.

Lily treated her naked body with care, wading into the stone pool that he had frequently been bringing her to for bathing during her punishment. He merely had to rest half of his head in the water with her to keep away the chill for her frail skin. While he preferred to show off his fire, he was just as content to take the opportunity to be near Liliana as she bathed in the close reach of his sight. It was routine, and she was no longer bothered by his company, on the contrary, he understood her fear was rationalized by her thought that he wished to ingest her. While it was taste of her he craved, it was that of a different nature, one she likely had no inclination of knowing.

The depth of the water turned murky while his eyes and nose were kept lurking just above the surface for him to breathe. He was never one to become parched, but he allowed a small amount of the milky pool water to slip through his lips for a taste, causing his eyes to light with amazement. Not sweet like had been expecting, but spicy. Lily's ashes were much like the aftertaste in his mouth once he had blown fire.

Her body poked up through the top of the pool, and he was greeted with a most favourable sight. While covered in decay he had not been able to properly depict the changes in her reformed body, but cleansed of the impurities she was exuberant. No longer was she defaced by illness, her skin smooth and radiant with an ethereal glow, not even a faint trace of the scar on her right arm. The lavender tones in her hair were more prominent, and always was he brought down in weakness at seeing her virgin body so lush and exposed, begging to be ravished.

She sat down against the cold marble floor, bringing her knees up to her chest while squeezing her hair free of water. Her brown eyes looked to him expectantly for answers as her small form shivered vulnerably from the cold. He quickly searched the area of the room to see most of the walls were bare save for the front entrance of the smashed doors. A scarlet tapestry was clinging loosely to the wall by a silver hook, and he gladly grabbed the fabric between his teeth, tearing it down from its peg to blanket Lily in. She was studying him carefully as he lumbered over with the velveteen cloth in his jaws, hovering above her before he released the tapestry over her. A giggle emerged from beneath the fabric as she poked her head back out, carefully tucking it under her arms while her face glowed mirthfully, "Thank you."

"If you wish to talk, you need to be warm." And covered, or he would continue to be tempted by her pert body. Guttural sounds were threatening to fall from his lips, and his facial features pulled into a wince as he fought back the unyielding want. Lily was still waiting for him to speak, and that was enough of a distraction for the time being, "What more do you remember about last night"

She frowned with concentration as she tried to place her thoughts into one cohesive flow, "The sunset; my eyes were burning as I watched it disappear against the skyline, and the moon took its place. We talked about the moon, did we not?"

"Yes my Lily. You and your aspirations to belong amongst the sky." He sat back on his haunch's regarding her with enthrallment, "You do not recall anything else?"

"I remembering falling asleep, and . . . a searing warmth spreading through me until there was nothing, only numbness and I was left drifting, like in a dream." Her voice faded into the air of the room, her eyes dancing with fire.

He grumbled deeply, not remembering it quite as serene as she had eloquently stated, but just as easily he was spellbound by her way to weave words so gorgeously. There had only been a deep seed of anger and heart wrenching fear that she had been lost to him. Not idly did he rid himself of any treasure, the thought of it seeming inane after the efforts he put forth to obtain it. Perhaps it explained his hasty actions to conserve her ashes in urn.

As he scrutinized her with his jaded eyes, he could see there was a change to her, diminutive, but he could feel it around her, floating and transferring to within his body, "I know what you are Liliana."

Her face grew with elation as she scrambled on to her knees, clutching the edge of the tapestry to her chest as she reached for him with her stare, "How do you know?"

"The voice of incredulity from you insults me. Do not mock my intelligence, foolish girl. It was not difficult once I acquired the appropriate details." He flashed his elongated fangs in a twisted smile while she sank back on the floor remembering her place, though just this once he wasn't fishing for petty praises and he would have her stand proud to hear this revelation. He nudged at the side of her knees until she took the hint to stand, the red garment trailing at her feet, giving the impression that she was decorated in a cloth of roses while her pale hair stood in contrast to it as it curled down her shoulders. Perfection hidden in abnormal details.

"You see my Lily, there are certain oddities about you that I admire, and it is more than your value as a revered gem. There is your connection with the sun, and time. You withstand the breath of my fire, yet you also died from flames. Not dead however; resurrection then. You are the symbol of purity, a virgin who rarely bleed's. Even the hues of your hair are finer than amethyst's. A royal sign of an avian. The Purple One."

"These things you say, I do not understand." Her voice was soft as she shook her head back and forth in refusal, "What do they mean?"

"You belong in the sky my Phoenix, but something has caused you to hide the beast within."

He waited for her response, keenly aware that she was frozen to her spot, feet rooted to the ground while her lips flapped opened and closed. She certainly was a child locked in innocence, and he felt she had much to learn of the world again. Her feet shuffled beneath the garment on her body as she sway a little, the words finally grasping and clinging tight in her mind like a crow to a tree branch, "Phoenix?" She appeared unconvinced as she uttered the word.

"Yes, blessed with unnatural long life, and reborn of ashes. I suspect you are much older than you appear. Your race was thought to have passed out of knowledge and time, slaughtered out of existences for your plumage, and caged for your tears. Conjurers were convinced they could bottle your long life and bless it on to man, but that was ages ago before now. I had never thought to find one of you again, yet here you are my Lily, the last of her kind."

He thought she might collapse on to the ground abruptly, so he steadied her with his muzzle, and he was not surprised when her hands clasped on to his scales, grappling for support, "I'm not quite sure I understand. Why don't I look like a bird, I am certainly no overgrown pigeon!?"

He huffed a deep chuckle at her ignorance, "A Phoenix Liliana, you are not an overgrown pigeon. The beauty of your kind is envied by all others, and I know within you lies the spirit of fire. You skin changed, reasonable enough why men took you into their home without apprehension. Whether or not they knew of your importance remains unclear, but I must prod you for answers of how you were found at that embankment by the river."

"But I don't remember that." She said, her voice wavering in an attempt to sound brave, "I was just . . . suddenly a part of their family. I have even aged the same as a human female."

"Subconsciously your mind has allowed yourself to transform according to the setting you were placed in, but your moon cycle gives the truth. It was only chance that I found you and took you in. Should you have suffered through a burning day amongst those lake men, they would have harmed you." In the ways of comforting a distressed girl, he was rather inept. He had no such patience for trifling matters, but when he felt Lily's sorrow, the chains around his black heart tightened a little more, and he wished to take away her woes. He blew a warm breath of air around her, warming her through the tapestry, and she clung to him a little stronger.

"You said they would cage my kind for tears. To what purpose would that be for?"

"Your tears can heal. Physical wounds and common poisons, not a stopper for death, but those who live frail and short lives will search high and low for the ways of immortality." He instructed her austerely.

A murmur of fulfillment rumbled from his chest as she began to lazily stroke the cusp of his nose, the gloom melting away from her body as she took care to his words. Certain was he that his body was giving off a heady scent of attraction, the mating instinct in him driven mad by her loving gestures as he was slowly brought down to his belly as she continued to pamper him with her caresses.

"You have seen others of my kin in your life." She broke the muted silence while she continued to stand at the brunt of his snout with her fingers dragging trails up and down his tough hide. Through his reverie, he could make out that her words had not been posed as a question, but he couldn't immediately answer her as he allowed his mind to fall further away in lust, his restraint wearing thin with her standing so close in contact with him.

"Long ago I had seen the markings of the Phoenix." He replied in a rasping, gravelly voice that she paid no mind too, so lost in her chastity, "I will help you discover that part of yourself again."

She hummed, the warmth of her body leaving his snout as she danced her fingers along his jaw line, the garment following after as it dragged behind her while she studied the harsh contours of his face beneath her palms. She came to a stop and stood beside his left eye, her reflection staring back at her through his pupil like a floor length mirror as she gazed at him intently, "Close your eyes." She orderly softly, and he could see her own hesitance as his eyes were reduced to slits in suspicion.

"Whatever for, my Phoenix?" He inquired pointedly.

"I am curious about something." Curiosity was a dangerous thing, something he did not put blind faith in. However, there was little harm Lily could bring to him, and her request was so earnest that he would not refuse after she had tenderly gifted him with her smooth touches. His lids folded shut as he listened to her bare feet approach on the hard floor. Her little puffs of breath tickled the thin skin of his lids, and her hand shook as she reached forward to feel along the crack where his lids fused shut. She brushed through the short, dark lashes in languid motions, her fingers finding the residual residue of large tears he had let escape in his agony, "You cried for me when I was gone, because you did not immediately call to the fact of what I was."

"What do you hope to gain from this discovery?" He bit out, his tone detached of emotion as he was slighted and untrusting of her motives.

"My sweet dragon. There is goodness in you, even if it is only your love for all things golden and precious." She was far more clever than he had first thought when under the assumption she was but a lowly human with valuable defects. A Phoenix could feel where others could not, and she was the very symbol of resurrection of hope, forcing her to see further into him than others would dare allow. Such proclamations of being thought of as sweet or wholesome set him apart from his previous tranquility, but what shattered his trance completely was when he felt a pair of soft lips placed against the corner of his eye.

His lids snapped opened, and he lifted his body instantly from the ground, breaking their connection while she stumbled back wide eyed and afraid once more. He was breathing furiously through his nostrils as the ridges flared, vision turning red as the whole of the water room looked tainted in blood. He waved his head back and forth, the movements of his legs dizzy as he fought to stand. His wings unfurled from his back, flapping about wildly while blowing dust and rock into the air. He was spinning about in a crazed fit, Lily having backed away to avoid being accidentally swept by his bulky tail. The insides of his chest were burning, as if his fire had ricocheted back through him, down his throat and into his chest cavity. He shot up from the floor, stopping to hover a moment in the air before dashing out through the caving in doors. The carved beams and wide corridors of Erebor passed him by as he made for the aperture of the Lonely Mountain, mind focusing solely on escape.

His eyes could hardly make out where he was going, and he realized he was leaving Lily behind without an explanation, but if he had stayed a moment longer, he could not have guaranteed her safety. It felt like he was being torn apart slowly by each limb and wing of his body, and he hardly felt the sun on his scales as he burst forth from the mountain. The breeze surrounded him in the early light of day, his wings struggling to hold him up as he powered forward and away from his lair. His head started to clear, but the thunder in his chest hadn't ceased, and he felt a searing pain in his muscles, like they were being torn asunder. He started losing altitude quickly, his massive body falling from the sky with broad limbs flailing about. His wings continued to beat for air until the only thing reaching upwards toward the clouds was a pair of tanned, fleshy arms. The wind was cold and biting on his exposed skin and when the torment ended in his body, he felt himself start to turn unconscious, his transformed frame falling through leaves and thick boughs as twigs and needles spilt his blood, shredding up his flesh. He continued to fall through the debris until he came to a rapid halt, hitting the ground of a dark wood as his head cracked against a stone, and all went silent.

* * *

**Human Smaug has entered the picture! I am so pleased, though he has left Lily alone and unaware in the Mountain with her own revelation of what she is. I'm totally taking this my own direction, so who knows what's to come, though I think a few of you shall be pleased. And to my smart lovelies who guessed at Lily being a Phoenix, I applaud you! The Phoenix lore is researched by me, and never has it actually been affiliated in Middle-Earth myth, I'm making it up as I go. I hope you will continue to enjoy what comes next :D **


	7. About You

**Whoa, I see that cliff hanger and human Smaug was just terribly exciting for you guys. Well, here's another cliff hanger from me to you ;) **

**Thanks to the 164 reviewers, the 174 favourites, and the 286 followers! Also a special thanks to ****Insanity-Red**** for the community add!**

**Chapter Song: Under a Very Black Sky by Sick Puppies**

**Disclaimer: I own nothing but the AU plot and OC**

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Smaug woke with a groan, the last thing his mind could recall was the fall, and how black the sky had looked as he was buried away under a thin canopy of trees. He had fled from the mountain, never believing there would be reason enough to drive him away from his plunder, until the fear of harming Lily had been too much for him to have control over. She evoked such strong senses of longing with her scent, her touches, what she was . . .and her kiss. Unexplainable things that continued to grow stranger. Where was his Lily now?

His body twisted beneath the layers of sheets, before he realized the oddity of that thought. He opened his eyes in horror to find he was in a human bed, and his body ridiculously reduced in size. The scratchy material was thrown back and he stared in mortification at what he had been lessened to. His skin was soft and mushy, very easily damaged as evident by the cuts and bruising that riddled his limbs. There was a distinct hue to his flesh, golden on most of his front, from neck and chest, down to the tops of his feet. The back of his arms were much darker however, and if he had to guess, he'd say most of his backside would be covered in the darker tone of red like his scales had been. He had hair in the most unusual places, and he felt around his skin with his two hands, mortified by his findings. So exposed and vulnerable, it was no wonder they felt to cover themselves constantly, with things hanging about, and nerves sensitive. By some form of magic or trickery, he had been transformed into a human, and he had the wisdom to know Lily was the cause. For all of his knowledge accumulated over the ages, never before had he skin changed into a lesser form, while he was confident the effects were reversible, he knew not of how to go about reverting back.

His senses as a man were lessened, though considerably stronger than those born of this age. The smell of cut wood was all around him, and he looked through the dark of the room, picking out the details of where he had been situated. The sleigh bed was crafted of sturdy oak, as were the surrounding wardrobe and shelves. He could smell the dryness of the pages of books, and of fire burning somewhere else in the abode, likely the wick of a candle. There were others near, a thought which disgusted him, and he quickly put together his location as he caught sight out of the thin frosted glass window. Lake Town. He had to leave at once! His pride had surely suffered enough, and would not endure the humiliation of being tended to under the roof of a tub trader any longer. The night had come and Lily would be trapped up in his peak without food or his protection, thoughts aloof, likely thinking he had abandoned her. She was in such a frail state of mind before his abrupt parting, and he fretted for her emotional condition if he did not return.

He swung his limbs around on the feathered mattresses, his weight dipping into it as he tried to steady himself on the edge. Perhaps his movements had been a bit overzealous, and unadjusted to two tall legs, he crashed unceremoniously onto the floorboards, sheets and cedar green quilt coming with him as he landed with a dull '_thud!'_ He cursed his weakened form, this straight body proving useless, while his steely fingers clawed for anything to right himself into a more respectable position. As he shifted, he heard there was a clatter down the hallway, followed by the opening and closing of a door as footsteps started barreling down his direction. He held the sheet around himself, leaning his body up against the bed just before the door to his room burst opened. A skinny youth poked his head in, his face gaunt while strings of inky black hair hung out from his nightcap. Their eyes connected, Smaug narrowing his from his place on the floor, daring him to come forward.

"I see you're awake then. What you doing on the floor?" He had an ineloquent way of speaking, his speech spitting out from his thin lips as he shuffled a little more of his scrawny body through the door. His dark brown cloth was thick and full of holes from fingers constantly plucking at loose threads, while the coverings on his feet were kept in fair condition. He held an iron lantern in one hand, illuminating the corners of the room as he lingered about at the doorjamb, perhaps in fear of thinking him as a stranger, cautious as humans were known to be. There wasn't anything for this young lad to look forward to from what Smaug could scrutinize, only more years of ugliness no doubt when he would grow into a man. A usurper who might have had a sharper mind, landing himself in a spiffy position which indicated to Smaug that he was in a noble house, "Not much for talking, are you?"

"I wish to leave." Smaug barked in irritation.

The boy jumped in fright, surprised no doubt by the soft deepness of his voice. He scuffed his foot against the wooden floor bashfully, dark eyes darting to anywhere but him. "Can't let you leave yet sir, the Master wishes to speak with you in the morning. I can bring you some clothes if you'd like, supposing it wouldn't put the Master out too much. Can't go walking around the town in nothing but your skin after all, it's late into the season." The boy snorted a bit at his own words, as if something terribly funny had been uttered there.

He left before Smaug could reply, and he realized these humans were unaware of who or what he was. A blessing for now, as they would surely murder him in this pathetic excuse for a body if they discovered otherwise. He pushed himself back onto the edge of the bed, feeling silly and somewhat degraded to be on the floor like some dirty brat. The floorboards groaned with the boys return, and he tentatively stepped further into the room, lantern in one hands with a bundle of garments in the other. He carefully placed them on the table, tapping them to indicate they were there for his use. Smaug could see the detailing in the stitching, and inferred that he had been gifted with better cloth than the one's his deliverer donned. On purpose to gain his trust perhaps? No matter, a wasted effort on their part, for he thought of only his dislike of these people.

The youth was hovering again, waiting in feigned shyness for something as he fiddled with the light, but Smaug saw through the ruse, knowing this rat sniffed for information where he could. With that thought in mind, he felt no qualms at all to poke fun at the weasel, "What do they call you slave?" Smaug inquired rudely, making no move from the security of his sheet.

"I'm errand boy to the Master of Lake Town, here of my own free will." He replied with a small frown of indignation, but little to no strength in his voice. He wasn't one to fight his own battles; hiding behind the robe of this 'Master' Smaug had been hearing about, "I'm Alfrid Lickspittle."

"An unimpressive title." Said Smaug dismissively, "I suspect your job is fetching food for your Master, tending to his wishes. In return he rewards you for the information you bring back to him from talk of the town that you eavesdrop on."

He at least had the humility to blush from the accusation, his ears turning pink half hidden under the nightcap, "I have a network of people around the town, supporters of the Master. He just won another election I'll have you know."

"Pardon me if I'm not one for politics." This would be the point in the conversation where he would start to blow smoke rings through his snout at the rat just for being dull company.

"Talk of politics won't be around much, now that you're here." Alfrid remarked, scratching at his upper lip where faint speckles of dark hair were taking root in his pubescent stage of becoming a man, "You're talk of the town now, ever since you were brought back here to Esgaroth. Most women are trying to figure out if you're some Elvish half-breed from the woods. Up close you don't look like no elf though, but I don't think they'll mind that."

"I am not in the market of searching for a wife." He spat out, sickened by the lot of these meager fish people taking such a quick interest in him. His body only continued to stir with thoughts of Lily, his reactions more potent in this form as he felt his blood boil to the surface of his skin until he thought his veins might shatter and leak. His vision had gone hazy for a moment, losing focus of the fact that the rat was still in the room with him.

"Are you some sort of vagabond then? There was nothing on you when they brought you back, and that goes for clothing too." Alfrid again indicated to the lent pile of garments.

Smaug snarled in impatience for the most lousy of guest to be strung with, "Are these questions not better suited to be asked by your Master?"

If Smaug didn't know any better, he would have mistaken the incredulous look on Alfrid's face for displeasure at being told off, "Right, I suppose I'll leave you be then. Might there be a name you go by stranger? In this town, everyone knows everybody." He gave a duplicitous smirk, halting at the door, and not likely to take a step further without an answer.

"As a man of good business, I will trade you my name for a piece of information." Smaug challenged.

Alfrid's uneven eyebrows rose up on his forehead to hide under his cap, only to be brought back down in resignation to the task, "I supposed I might have one answer or another for you."

Someone as slippery as him, he was likely to know a great deal of many things, "The gossip of this town is not unknown to me, and I am curious about a girl who was found washed up on the bank of the Celduin."

Smaug judged the movements of Alfrid's face, taking note of the vague motion around his mouth while his eyes widened in disbelief, "Lirarwen? I'm afraid you're out of luck if you're looking for her. She's been gone from her home for weeks now, I heard last spotted going up the Long Lake for her death." He shrugged without care, "How did you come across hearing about her, only rumors ever spread about her here were how ugly and sick she was. Burden on her family; only ones who care now are Gaellyn and Yricyn."

"The extent of my hearing goes far; as I am sure you can understand that." Smaug forced a smile, even as he felt his black wrath churning in his gut. He brushed his hostility to the side for a moment, forcing himself to give answer that would placate the errand boy, "I was merely curious."

"You still owe me that name." Alfrid reminded, not budging from his spot until due payment was made, as was part of the extortionist in him.

"I am Caladrieng." He allowed the lie to leave his lips, falling into the belief of his temporary identity.

The boy seemed disappointed by that, "Certainly sounds Elvish." Alfrid muttered as he went out of the room, the door tucking itself into place quietly behind him.

Smaug waited until the footsteps ceased before he felt his rage take over. Gaellyn and Yricyn; male names Lily had failed to mention, both of whom were still missing his Phoenix. They couldn't have her, and they never would. She was his to keep, a treasure and a companion, the only one in Middle-Earth he would want to share in his existence with. The strong bonding feeling in him returned, a savage thirst to take, and claim, and never let go. He was stuck on the ground with no wings, yearning to be with Lily, or for her to be with him. He moaned, rolling back on to the bed, his chest expanding with breath as his very being felt in a blaze. His tongue remembered the taste of her skin, a memory of flesh he could recall to, and endlessly he was tortured by her beautiful form when he would close his eyes. What would it feel like to break her maidenhood in this form? So unwholesome were his thoughts, but he refused to apologize for inexorable feelings of lust. She would fit so perfectly beneath him, writhing and mewing out cries that would always sound as a pleasant song to his ears, and only for him. It was these emotions that kept him shackled to the earth, encumbered by this form, thwarting his abilities to shift back. His arousal was prominent, his loins heating until he was stone, adamant towards the goal of mating with his fragile Liliana. It would be so easy to bring her to ruin, and build her back up to his echelon, making her forget about these people, and that she was ever caught tangled in the web of their lives. He reached down, grasping at himself with his large palm, stroking in smooth, subdued motions that he imagined was her hand. His rubs were gentle, like he knew hers to be, the memory left etched in him after the last time he was sanctified by her tame touches. He whispered her name many times that night, body quivering in delicious tremors without shame as he called for his lover to be.

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Lily sighed, unable to find sleep as she watched the night sky with her head rested on her knees brought to her chest. Smaug had left at dawn and he hadn't returned since her mistake in the water room. That sort of gesture must have been unwelcome by his kind, and she would make sure not to do it again when he returned . . . if he returned. Obviously he would come back to his hoard, that wasn't the doubt, but she was bedeviled with fear that something terrible had happened to him, keeping him from his return. What if others had seen him, or worse as punishment for her misdeeds, he decided to pay a visit to Lake Town? No one was more foolhardy than her. To tell a dragon of your loved ones, he would use that as leverage over her, harm them in punishment for her disrespect. She was more baffled than she had ever known, because at first she could have sworn he was besotted with the attention she gave him with her hand gestures. The chaste kiss had crossed a barrier she hadn't known existed, and she would apologize for it if he would grace her with the opportunity to do so. Like a bee to a hive, he would return, but her impatience was growing.

After his tirade, she hadn't wasted time sulking in the water room, instead returning back to the treasure hall. It had been a long journey, as she had kept tripping over the extended length of the tapestry. Her first order of business when she reached the gold was to use the dagger from before to do a little more alterations to the fabric. She pinned two of the ends over her left shoulder with a ruby encrusted brooch from his collection, the alizarin frock clinging to her body now more like an elegant gown, despite the uneven edges from her cutting. She likely could have spent more time picking through his palatial piles for other garb of the dwarves, but she was no pickpocket willing to comment larceny against a dragon, especially with the shaky ground she once again found herself on with Smaug. In a peculiar way, she also favoured the tapestry because it resembled his colour, and he had bestowed her with it in an act of rare compassion.

The rest of her day she spent as a wayward wandered, memorizing the halls in excruciating detail, touching ever grain and rock of Erebor so she might know the corridors as well as their former masters. All of her walking had lead her back up to the high pedestal in the tallest reach of the mountain where she waited, and then continued to wait until she grew with exhaustion for all of the waiting. There was nothing else for her to eat in the mountain, and she could discern that it was unusual behavior for Smaug to be away this long. She kept recalling to his words, the beast within her having been trapped, and she longed to set the dormant bird in her free. A Phoenix, it was so difficult to fathom the power and importance that rested in her. If she could somehow summon up her strength, she might be able to leave the mountain to find him, now certain from her cataloging that this truly was her only escape. It was a cloudless night, all of the stars were shining, and the moon was summoning her. She stood up on her feet, sparked with sudden determination to make this dream her reality. The long drop from over the edge was daunting, but letting go was the hardest part, or so she tried to convince herself of that fact. Would a running start help, or should she just leap off wither her arms spread out in the air? She tried to find the Phoenix in her for guidance, no longer wanting to be oppressed by her fears.

An eruption started in her chest, not one of pain, but it did manage to knock her back on her feet with disbelief, sending her down on her bottom as she gasped at the river of fire flowing through her veins. She became enveloped in white light, as magnificent as the incandescence of the sun. She was blinded by the radiance coming from her own person, her heart beating rapidly in her chest while she tried to catch her breath. Her bones began to shift beneath her skin, joints popping while her muscles contorted back. She was numb to the pain, receding into the depths of her mind until she thought she would drift away. When she came to, she was of her mind, but the body that was sprawled out on the stone was unlike anything she had ever bear witness to. Her limbs were long and elegant, covered in beautiful plumage of violet and crimson. The scales of her legs were a deep gold and her talons a soft rose colour, the ends sharp for her to tear into enemies as she attacked. Her wings unfolded around her, a wide span that was equal to the height of a man lengthwise on his side. The feathers were tough, cutting like blades in the air as she beat them a few times, testing their strength and durability. She felt mighty, a crest of feathers embellishing her head like a crown while her yellowed ringed eyes took a look around at her surroundings in crisp detail. In her excitement, a piercing cry broke forth from her beak, slicing through the mountain in echoes as her song was released on to the land.

The sky was calling her, and she hopped forward on her two legs, not forgetting to grab the tapestry in her black beak that had been shed from her body. She would need clothes if she was to revert back to her human body and she hoped that would not give her hassle, as she had yet to fully understand the complexities of her transformation. Her path was before her and the sky endless as she held her wings up in a 'V' before leaping from the height of her perch. Instinct took over and she spread her wings out wide, catching the wind between her feathers as she took off through the opening of the mountain. The feeling of flight was not foreign to her, even as it should have been, and she felt herself ponder over the question of her lifespan. That had not been her first burning day to endure through, but the question of her age was beyond her skill to presume.

Her sight touched everything, from each individual glass blade to every groove and marking in the bark of trees. She twirled in the air, the shine of the moon casting off of the angles of her body as the long feathers of her tail swept behind her like the train of a gown, her hues embodying fire. After having her fun, she straightened her course, gliding lazily as she searched for any remnant or path of Smaug. A dragon of his size could not hide easily, not even the high cliffs and mountains around the Long Lake could contain him, and she could not see reason for him going past the borders into the wood. Lake Town remained untouched as she swooped overhead of the matchwood structures. All of the buildings remained intact on the lake, stilts buried deep into the bed of the water as the lights were being snuffed out for sleep in the little row houses and lodges. She became paralyzed with panic, Smaug's trail going cold since his departure. Utilizing what skills she was blessed with, she banked away from the town, the woods now the only realistic option left, even as her heart pulled tightly as she traveled further and further from the place she knew as home.

" _. . . Lily," _A tender voice was in the air, wanting for her.

Her body failed her for a moment, losing height in her flight pattern as she heard her name being called out in desire. The voice hadn't been uttered aloud, even as she was sure it had sounded beside her ear, it had come from inside her head. She faltered, senses on alert as she pressed forward over the Celduin.

"_My sweet Liliana. . ." _

Only one referred to her as that name, _"Smaug. . ?"_

She had called back in her mind, before losing concentration when her body started to change all on its own will. The connection broke before she could locate him, and like a falling star cruising over the wood, she was cocooned in starlight once more until it was her human body thrown into free-fall. In her hands she desperately clasped on to the fabric she had brought with her, using it as her shield as she landed under a black sky into the center of Greenwood. The large boughs acted as hands, bringing her down gently, easing her fall to the ground. She was mostly unharmed except for the large gash along her calf, courtesy of a jagged rocked she had skimmed before taking to a pile of leaves. Her eyes brimmed with tears from the hurt of the wound, and half losing her mind to the forest and the pain, she collected the crystal blue droplets on her fingertips, letting them run down the laceration of her leg. She watched on in amazement, and in terror of herself as the skin sewed itself together in an act that defied all knowledge and truth, the last trickles of blood staining her flesh and coating the forest floor while the laceration vanished. Her body fell back in exhaustion, before swiftly turning on her side through the crunchy leaves as she thought she might be sick. Her body dry heaved, empty from the last hours of ingesting nothing into her stomach.

Time passed and she couldn't see in the dark, her frame wracked with shivers as she brought the tapestry over herself. A cold sweat broke out over her surface, laying in endless wait for Smaug, who now it seemed would never come. Perhaps he had already returned to the mountain, filled with hate for her, discovering her not there, and thinking she had left him. His wroth would be terrible, as she knew that to be true in her heart. Surely he had heard her reach out for him? He had felt so close, his voice so soft that she nearly had mistaken him for a stranger. Her thoughts would not cease, and she could only see him, whether her eyes were opened or closed, each vision the same as the trees were so dense and packed into each other, she could not make out light through its thick interior. Something was approaching her, but she could not make out eye or foot of the beast. _Crunch munch crunch munch, _the leaves continued to break under each footfall, and she sat up with a whimper, pulling her garment with her as the noise closed in on her right. Her head shifted back and forth trying to pinpoint the intruder, but she was only granted the chance to inhale before something brushed at the waves of hair by her ear, and she felt a sharp point prodding at her temple.

"Do not move or utter a sound." The voice was soft and cool, a flinty manner only held by Elves. She turned her head slowly to gaze at the male, his fair blonde hair visible in the shadows as were his azure blue eyes that stared at her without remorse. The crafted bow in his hand was pulled taunt, holding a precision that would not fail him at this close of range. More footsteps surrounded them, their presence swinging from the branches of trees and off the path as they merged together around the leader of their troop. Even as she could not make out their faces, she knew they were there in the darkness, a conscious feeling that seeped into her heart. She turned back to the fair Elf before her as he regarded her condition, not fazed was he by her disarray or undressed form as he indicated impatiently with his head for her to stand, "You have disturbed the peace of our wood, and now you must answer to my Lord and King Thranduil."

She swallowed thickly, familiar of the name in her days dawdling through Lake Town. While the townsfolk were on good trade relations with the Elves, very few had kind words to spare about the Elven King of the wood. His borders were as dark and uninviting as the King himself, for he cared not for what went on in the world outside of his realm, and now she had earned herself a place amongst his caverns, to be put up against him in his lordly court. Keeping to the pride that she knew she was entitled to have, she wasted no time in slipping back into her garment, fastening the jeweled brooch at her shoulder while she stood unyielding to the stares of the Elves. The disorder of her hair and the glow of her skin were frighteningly alluring attributes, and the blood she left behind bonded her with the wild of the wood as it sunk in deep to the earth, the trees drunk as the roots tasted her. The Elf replaced his arrow back in with the rest of his quiver, grabbing her by her arms he bound her wrists together behind her back with a thin strap of sage fabric. Hope had faded for her now, and she looked her last upon Smaug and the mountain, uttering a farewell in the darkness as she was led away by the Elf and his joining company. Her human ears could not hear it, but somewhere in Lake Town a voice was calling out for her. Once was lust had now turned to sorrow.

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**As if I'd have Smaug and Lily see each other right away :D Now the Elves have entered the picture (clearly Legolas) and next up Thranduil who should be a challenge as him and Lily face off. Smaug is stuck on the lake with the other people, and he needs to rescue his White Diamond of the Mountain. So readers are aware, this is twenty years or so before the events of the DOS, so I thought I'd still have the same Lake Town characters (Alfrid, the Master) but they will be younger right now and I get to build them up a bit with backstory. Also, that M-rating will play into it more as we move on from here now, *cough* evident by Smaug's pass time ;D**

**Fun fact: Phoenix and Dragon go together as a symbol of love in Feng Shui, so maybe Smaug/Lily are an ultimate symbol destined for love!? I didn't know this, I was informed by a reader in a PM so thanks for that :D **


	8. What's Left of You

**This chapter is longer, but holds a lot of information I think.**

**Chapter Song inspiration: Wait It Out by Imogen Heap**

**Thanks to the 196 reviewers, the 187 favourites, and the 301 followers! **

**Disclaimer: I own nothing but the OC and the obscured plot.**

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The Master of Lake Town wasn't quite living up to the image of what Smaug had expected. Noble men of title should have looked fairer, and . . .thinner. He was fat, overly so that his orange silk shirt holding his belly in looked like the sun when it climbed over the horizon. He shuddered to think of the other folds of fat hidden beneath the red velvet coat, the buttons being stretched to their limits before they would pop off, and the seams stretching to tear. His facial expression was rosy as he placed his bearded chin in his hands, many of his round sausage fingers decorated in rings of silver that Smaug had the keen eye to praise quietly. His straw coloured hair was long and wavy to his shoulders, along with his matching moustache that was thin and curled up like cat whiskers. Smaug sat at his long table in the formal dining hall of the house, the room dusty except for the spot where the head of the home sat, and by the looks of him, quite often did he partake in meals. Indeed, it was possible he never missed one, and oft ate seconds without guilt while his people starved. All sorts of rumbles and gurgles were coming forth from his protruding gut, but he said not a word as he studied Smaug, whom he had already been informed by Alfrid, was called Caladrieng.

"Well." He exclaimed, suddenly throwing his hands up in the air jovially, "What brings you to these parts, my good sir?"

"I'm afraid my business is my own, and I would rather it stay that way." Smaug responded tersely as he adjusted himself in the wooden seat. Honestly, the furniture of these people was unbearable for his backside to handle, he would much rather lay in his gold. He had made his way down the stairs after some trouble, though had gone at his own discretion when the hour was still dark. The thought had occurred that he should have left by now, but he had no way of knowing how to go about leaving, nor did he want to be out sharing in the space of the lake people. His mountain was always visible from their vantage point, by he had no way of reaching there, even if he was to cross the lake, there was no other entrance for man that he hadn't already sealed off.

"Nonsense, if it is assistance you need, I would be more than glad to extend my hand in what way you need." The Master insisted. It would seem from Alfrid's ramblings and the indications of the Master, that the whole of Esgaroth thought him a wealthy traveler solely based on his favourable appearance. Of course they were willing to assist if they thought he could bring them prosperity. No longer was this trade post a center of wealth, not since Dale had been destroyed by him. Their only partners lied in the Greenwood, down the Celduin and it was unlikely the Elves were helping them in the ways of financial success, "Perhaps you need more clothing, or a boat and crew. I can provide you with bread and water, or meat if it is more to your liking."

Smaug sent his hand up in a gesture to silence the Master, his continued attempts to appear accommodating had the dragon grinding his human molars back and forth in annoyance. He couldn't be granted the peace to think for even a moment in this house, and the sounds from the town as day broke outside were thunderous to his ears. He was left vexed over Lily; certain he had felt her close last night while alone in the private room. His sexual nature was brought to the forefront of his mind while in this body, and the endless longing had perhaps driven him mad. He had heard her though, abiding to his beliefs that she had called out his name like the so many times he had done the same of hers. His mind could only think of one way that was possible, but he could not know for sure if she had shifted to her true form, or if even she could recall to doing so. The instinct never went away, just as he was sure nothing could make him forget to be a dragon, there could not be anything in existence to drive the Phoenix away from Liliana. In his eyes she was such a tender girl still, and he wanted to bring her back to her true self, afraid he would be disappointed to find she did not need him like he craved to be. Perhaps it was because he felt he needed her in so many ways that his heart had started to rely on just knowing she was breathing.

"Alfrid tells me you questioned him about a girl from our town." The Master spoke suddenly, as if reading his mind; Lily was now the topic of their conversation, "Lirarwen I think she was called. I say was, because she left some time ago, spotted by the fishermen, periling the Long Lake for some reason or another. She was an ill girl, baffling the healers to no end, why, they tried salves and draughts alike to cure her. Nothing could fix her appearance of course; unfortunate looking child." The Master tut-tutted.

His fingers were clenched tightly beneath the table, white knuckled and nails cutting into his palm as he channeled all of his anger into his hands to keep from lashing out where he had no power. It would not do any good for him if he were to attack only for the sake of his Liliana's pride. She did not need the applause of peasants and fishmongers, already beautiful in his eyes, and was he not the grander judge? "Then perhaps you need better healers Lake Master, or the other likely possibility was there was no ailment to be found."

The Master choked on his roll for having been spoken to so frankly. He sputtered out crumbs, covering the large bow tie fastened around his thick neck, and the waistcoat he had on beneath. Using a pristine white cloth serviette, he dusted away the flaky morsels until he had conducted himself in a better manner, "Nonsense! You would not speak these things if you had laid eyes on the girl. She was an ill fit for our town, and folks are glad to be rid of her. Not even her family had batted an eye, except for perhaps her brothers."

The mention of her _'brothers'_ gave him cause to frown deeply, and he combed a hand back through his chestnut hair, the soft locks unfamiliar to his palms. Was Lily's hair soft like this? He had hardly determined that with the tough pads of his claws, but human fingers could discern much more, though their sensory nerves were weak because of it. It was asinine, but currently he could not stop the idea that he needed to know Lily's hair; what it felt like, the smell and how much of the long locks could coil to fit in his hands. Curse this covetous need to mate, its voice sounding so strong to his ears. He needed air to clear his head and he stood up abruptly from the table, pushing the chair back on the rug until it came close to tipping over from his hurry. The Master eyed him with reserved disdain, snapping his fingers in the air while Alfrid appeared out of nowhere to right the chair, "I do not ask your pardon Master. I wish to leave, this conversation has run its course, and it will only further to waste our time. I am not a man to linger in ineffective talk."

"Nor am I, but while just a moment before, we found ourselves prattling about Lirarwen, I wish to know how you know of her. It's curious."

Smaug frowned, finding his human face ineffectual to convey emotions as strongly as he could when as his true self. There was no malice to be found in this weak race, only of things petty did they bear, "Why is it curious?"

"Because no one knows of her." The Master said vaguely, "Lirarwen was odd because she was an orphan brought into the fabric of our humble little community, taken in by generous hearts. Now you are here, a stranger from nowhere who has inquired about this orphan. Forgive me if I am not being so subtle with this accusation, but you Caladrieng, seem like in ill-fit. It gives me reason to think you somehow know her, and are seeking her out to the last known location she was rumored to be. Was it Elves that sent you our way?"

"Do you mistake every foreign creature to be Elvish, or only the ones you wish to discard?" His tone fell blunt as he trained his eyes on the Master, iris's still the colour of forest fire as he set his glare on him.

The Master blinked rapidly, stunned and unable to speak for a moment as he flapped his mouth like a fish out of water. Smaug could feel Alfrid's eyes on him from across the room, observing carefully, but saying nothing, his fear palpable, "My apologies, but as Master of this town, I am charged with protecting the people, and strangers are often looked upon with mistrust, you especially by the way you came to us."

He doubted the sincerity of the Master's proclamation to want to protect the town, a more reasonable evaluation of his character suggested he remained in the comforts of his lavish home feasting, but then Smaug cared little for the affairs of these people anyways, so the sloth of their leader was their problem to deal with, "By all means Lake Master, protect your people. I shall not remain here long once I have plotted out my course."

"Then we will fix you with a pack and rations for you to be on your way later." The Master agreed, struggling for a moment in his chair to stand. The arms appeared to be hugging on to his hips, the fit snug for his size as he tried to squeeze himself forth from the affronting piece of furniture. He uttered bludgeoning curses under his breath as Alfrid came to his aid again, pulling at the legs of the chair until he was liberated from the polished oak. His height was impressive, of giant proportions for a man, and it seemed a miracle the seat had not broken all this time from constantly holding up his weight. Smaug figured there must have been iron cores fused within, the only explanation for this otherwise absurd man. He wiped a clammy palm down his mouth, before striding over and holding out that same paw for Smaug to shake as sign of goodwill.

He did not want to shake this man's hand, the idea coming too close to forming a bond with a human of weak substance, but it was possible he would not be leaving this house if he refused. He clasped his nimble hand with the larger one of the Master, and even threw up a false smile to convey the look of gratitude, "Many thanks to you."

"Do enjoy the sights of our town while you are here, and perhaps you might find more about your missing girl from her family. They live by the cider house at the docks; you should be able to find them by asking around." The Master told him, giving him his hand back which now felt warm and damp from sweat, and he would have liked to wipe it away on his trousers if it would not have come across as rude. He had been around long enough to understand the interactions of humans, their minds so easy to manipulate, it was all about the game of deceit.

"I will consider it."

He turned away on his heel, strength in his walk as he started for the door. Alfrid was still skulking in the corners of the dining hall by the velvet curtains of the large window, waiting until he passed before scuttling over to his Master. It didn't take a scholar to know he was their focal point of discussion, and Smaug picked up on a few choice words they used to describe him that made him want to torch them to ash on the ornate rug in the foyer. Odd, callous, and an elf lover. Blasphemy! He was none of those things, least of all the latter. Perhaps callous wasn't so far off the mark, as he had been called worse things, but an elf lover? He would just as soon give away his own treasure as to go make humble with elves. Their bones served to clean his teeth, and to no further extent did he associates with the wood wanderers.

He descended the steps of the Master's home, finding himself in the centre of the town where all activity halted, heads snapping towards him with wonder and suspicion. So many humans with eyes on him, and they reached him at new levels he had not been exposed to in the past until he was, dare he say, unnerved. If one of them so much as suspected what he was, it would be a very quick death, one he would not wish to compromise for. His legs started to move for him, driving him onward, careful not to let them see his edginess as he kept his hands to his sides. If they so much as saw one thing on him that wasn't in their favour, he could very well be discovered. His unique skin patterns and colouring's were hidden beneath the layers of clothing, as well as any cuts and bruising still mending from his fall. The sun was reflecting off of the surface of his polished leather boots, dark trousers tucked within, and the thin cotton tunic beneath his thick coat of animal hide was brushing against his skin in a calming effect. He realized he was better dressed than much of the populace of the town from the Master having presented him with finer garb, under the impression he was a great lord of man. It fed his pride to be seen in the best, and the stares pouring from the fairer sex were of admiration and lust, neither of which he held in return for any one of them.

All at once the skeptical looks seemed to fade, the true markings of a rich traveler was all they saw, and soon many returned to their work, save for the occasional female or curious child. He did not stop to converse with any of them, his efforts better spent on listening, seeking out which he wished to know as he adapted to his situation. Subconsciously he made his way in the direction of the docks, the smell of fish more foul the further he traveled. Indeed, it seemed while even in his chaos he was determined to know everything about his mysterious Phoenix, and a short visit to those she called family was unavoidable. The mist of the lake had crowded the surface of the boardwalk the closer he came to the docks, his legs being swallowed up to his knees by a shrouding grey mist that matched the colour of the sky in the late season. He watched the passing signs of the buildings, looking for one for a cider house, while instead it only was more lodges and homes he passed. A child was laughing ahead of him, from around the corner where he could not see and he let himself be led by the sound.

"_. . . Smaug . . ." _

A cry of anguish escaped him when his head became flooded with Lily's voice. The surprised cries around him were blocked out when he abruptly dropped to his knees, and all he could see was white light. All of the walls in his head were caving in, unprepared for one reaching out to him, and he covered his ears with his hands, trying to block out the screaming of the forced connection. He could feel his Lily, sense her close, but not in his mountain. The smell of fallen leaves, dew and grass hit him hard until he was knocked back, physically collapsing until he was sprawled out on the boardwalk in Lake Town. His body may have still been present, but his mind was with Liliana, her brown eyes clouded in fear as she was led away by lean figures, bound and chained in a dense wood, but her beauty deadly as she walked in discord. Whether or not she was aware to reaching out for him was uncertain, but he knew he had to fight, had to find her and claim her back from those thieving elves.

The cockle of his heart was burning from the fettered chains she had crafted around it, and the connection started to dwindle as she let go of him once again, tossing him back to his own limbs that were relinquished on the cold planks of Lake Town. Spots formed in his field of vision, and too tired to struggle, he let the darkness take him. His last sights were of a shadow crossing over his body, a figure kneeling down while a tiny hand then slapped at his sharp cheekbone to coerce him into staying awake. His mind refused to obey, and he stumbled into unconsciousness as a sharp voice yelled for mother to take all of his pain away.

* * *

Lily thought she was going to faint when her legs suddenly buckled while walking across a small stone bridge. Her eyes turned up in her head, and she fell back, the elf leading her moving swiftly as he caught her in arms. She could not see or hear anything around her, as if robbed of the present when she suddenly found herself on a familiar boardwalk by her home in Esgaroth. There was a man before her, wailing wounded as if he could attest to what she felt. She knew not of who he was, and there was a fair difference in their age, though she felt no shame in admitting to his beauty. The loveliness of the contours of his face was pronounced by sharp features, even while his brow was furrowed in agony. He had taken to his knees, dressed in new threads judging from the smoothness of his coat, to the pressed trousers he had tucked into boots that were absent of mud and wear. His hair was dark as night, hanging over his face and casting shadows over his eyes, clenched shut tightly. Her body could not move towards him, as if stuck in one spot, standing over him through his torment without the ability to extent her hand. The pain won him over, and his body stopped its tremors as he fell on to his back. From somewhere, there were people running towards him, and she felt herself be dragged away from him until the sounds were distant, getting lost in the fading connection.

"_. . . Lily . . ."_

Her eyes knocked around her head a few times before they snapped opened. To her astonishment, she was no longer under the black sky of the forest, instead looking up at a cavern roof of onyx stone. The room was damp and the air stagnant as she focused on the grainy details of the ceiling. Her back was cold, and she found she had been laid out on a table of stone, the red tapestry now laying over her as a blanket with the brooch from her shoulder missing. Her eyes darted around the room before she pushed herself up on her elbows, feeling at her bare shoulder with her palm in confusion.

"Looking for this?" A sleek voice broke the quiet of the room, and she hadn't even been aware of his presence the first time her eyes had done a sweep of her surroundings. He was at the left of the slab she was laid over, palm holding the fragile brooch pin gently forward, his thumb caressing over the bright ruby centre. The colour of his fabrics blended in to the subterranean background of the area, his robes a moss green mottled with flakes of silver. The points of his horned crown were sharp, much like his stare and bright mind as he surveyed her without so much as glancing at her. He was stern of face however fair it was, and his stance was completely straight like the edge of a sword, though he would make the excuse to bend in what way he needed to deliver a fatal blow. While in the presence of this King, she knew to tread lightly, "A rather odd jewel to be found on one such as you. I find myself curious. I should be led by reason to believe you are a thief, but I find myself lacking the trust to let that conclusion lie."

She swallowed thickly, forgetting how to breathe when his eyes unexpectedly found hers. The pale shade of his hair somewhat resembled hers, though his hung in straight chains of spun silver, and would likely slip through fingers like water as compared to her tangled ringlets. No mark was visible on his skin, as if his flesh was constructed of porcelain, and his fingers were well balanced as he placed the brooch down carefully beside her on the table, "Would you like it back? I confess such brightly coloured stones have no value in my halls. This trinket would hold more favour in a dwarf court, which is where it originated, did it not?"

"Why am I here?" She asked, ignoring the accusation in his question.

"I think you know the answer to that." The material dragged on the ground around him as he walked in slow, predatory circles around her, many thoughts held silent in that terrifyingly brilliant mind. Her hands fisted at the fabric as she clutched it to herself protectively, mistrusting of Thranduil even when she was powerless to prevent his will, "How does a young human of meager fortune fall into my midst? My heart tells me it is for the very reason that you are no meager human, as my son and his Captain would be inclined to agree."

"Your son?" She forgot her place for a moment, letting slip the surprised exclamation.

"The one who brought you to me, child. He bears a striking resemblance to myself would you not agree?"

"I'm not sure." Her voice was small as she replied, trying to appear respectful, "I couldn't make out the faces in the dark."

"A child is a parent's greatest legacy. Full of promise, and of the potential to carry on both bloodline and to obey the behest of the parent." His whispered footsteps halted beside her, his height as equal to her while standing when she was seated above on a table. He pinned her with a stare, hands poised behind his back as he beheld her appearance, "Is there a parent that calls for you, child; someone out there who misses you deeply?"

She first thought about her home in Lake Town, quickly disregarding them as her absence surely wasn't missed. Then she considered Smaug, but in her heart she knew she could not rely on him to come. This was her battle to fight alone, "No, I'm afraid not."

"Let me return for a moment, to the matter of your presence in my wood. I am told there were no footprints that led to your found location, as if you had appeared out of thin air. As you are too young and too precious to be a wizard, that cannot be how you came by the way of my borders."

"If you are waiting for a confession, I have none." She snapped peevishly, distressed by his apparent interest that appeared to stem from avarice. His energy was not the same as Smaug's, and what she thought for this King and his halls was poisonous.

"I did not ask for your confession, unless of course there is something you feel you must share." He waited for a moment, but she kept her lips sealed tight in a straight line as he watched her, revealing brief disappointment on his face, "Pity. I will speak for both of us then. You have a clever mind, but you are too naïve to already see you have given yourself away."

"Given what away?" Even as she attempted ignorance, her voice raised slightly in alarm, something he would have noticed.

His fingers crept forward on the table, the tips tracing the curlicue patterns on the tapestry idly as he faced her. All she could think about was that hand, how close it was to her, and how much she wanted to smack it away with her talons, "This design is beautiful, and the textiles rich. Not something I would choose to hang on my walls, but I am sure it suited Erebor well enough. That is of course, where you took it from." His hand ceased in its movements to reach for the brooch, holding it up between their faces as he leaned forward until they breathed the same air, "And this, a gift from the calamity himself, while we were all so certain after forty years without a sighting that he had surely perished to his doom."

Lily sat quietly, even as her body wished to quake in fear at the sudden change in Thranduil's expression, so severe and filled with hate for Smaug, "They weren't gifts, I took them."

It did nothing to conciliate his anger, though he did not unleash any malice onto her either, "And how was it possible for you to enter the mountain. No man, let alone a child would ever reach the peak nor find a way through the stones. Either you have developed a talent to walk through walls, or that dragon knows of you, and I feel only one of those is a likely answer."

"I—he found me dying inside the ruins of Dale. When I chose not to flee, he captured me." She half lied, knowing it wasn't unreasonable to believe a dragon would steal a young maiden, as they have been known to do in the past.

No pity came from the Elf King, and he reached his empty hand forward, filling it with her chin as he grasped the side of her face with his palm, nails prodding into the flesh of her cheek like a soft fruit beneath his fingers, "How was it you were able to escape that desolate place?"

When she did not answer, his fingers pressed harder into her skin, leaving marks indented in the soft flesh. It drew tears forth from her eyes, one crystalline droplet rolling free down the roundness of her face, slipping between the barriers of his fingers to heal the injury beneath. He retracted his hand, a marveled look on his face before he smiled wickedly, "I understand now, you were no prisoner; you were his treasure. My wonderful, dear child, I understand how you came to me now, and I promise you my borders are well protected. He cannot find you here, and it is likely he would not leave his hoard for you. So rare you are, the last of your kind you must be, Phoenix. The majestic bird takes to flight from the terrible beast; I feel I should have a song written for you." He swiped his hand away, brushing away the remnants of her tears with his thumb, only making her want to weep more as he had mistaken her appearance of one to flee, when all along she had been seeking out the dragon.

"What is this place?" She inquired, looking around the small room while avoiding his gaze.

"Your cell." He indicated to the silver bars where two of his guards were placed in waiting outside, "A rather special one I keep for more valuable prisoners. Understand I cannot trust you, and here is where you will remain until I have use for you." He looked at his hand once more, feeling the wetness of her tears between the pads of his fingers before he did a most unusual thing, taking the residue to smooth over the left cheek of his face. He did not look to her again as if shamed for being observed in his strange habit. She watched as he slipped through the door of her cell, held opened by a guard before it was sealed once again with only her inside. Thranduil did not immediately make for his leave, pausing a moment before giving her his parting words, "My Captain will come to tend to you, as you are also an honoured guest of my halls, Lithuiaew."

She frowned, not knowing the meaning of the name he called her, but was left to ponder over it as his high crown disappeared from sight, up a winding stair. The discarded brooch lied abandoned on her lap, and she acted on impulse, hugging it between her hands as if the poor thing would catch a chill. It was now her only means of feeling close to Smaug, his absence larger than the dragon himself. Was what Thranduil said true? Perhaps all of his gold meant more, and when he returned to his mountain he would simply remain there, claiming slumber again while she festered away in this prison. She wanted to share with him, the experience of her first flight, the only creature she knew who would understand her admiration for the sky. She had not ran, she was lost, and now Smaug would never know that, left to think she was a treacherous thief who had made off into the night away from him. But perhaps he knew? Her mouth sank into a frown as she recalled hearing her name breathlessly leaving a pair of lips, and then she had seen that man in Lake Town, his handsomeness causing her to blush in shyness. Whoever he was, she prayed for his well-being after seeing his wounded expression on the boardwalk. Perhaps he was the key to getting a message to Smaug, and she knew she had to try to form the connection again; otherwise she would be faced with the agelessness of this cell, made to suffer every burning day here until the world fell into darkness, and hope with it.

* * *

**Oh poor, naïve Lily. She doesn't know who the mystery man is, and now she's trapped in a cell. Biggest concern for me; how did I do with Thranduil? I don't really know if this is how he should be, but I went with my gut, not knowing how else to change or improve it. The Master of Lake Town was fun, as was Smaug's conversation with him. I do plan on moving this along, so those worried about Smily (apparent new ship name), they will be together yet. I can't believe this fic is delving so much farther than I originally had planned, so hopefully I don't disappoint readers with this story. More Legolas to be seen yet, and Tauriel, and Thranduil again, and more familiar faces later too, so stay tuned :D**

**Also, thank you to the guests, I can't thank you in messages, but I want you to know that you guys are so helpful, and thank you for returning here constantly to read! **


	9. Hello Stranger

**You guys leave me floored and I love it, so here's another update for being so wonderful! Was going to post last night, but fanfic was being silly :D**

**Chapter Song Inspiration: When You Can't Sleep at Night, by Of Mice & Men**

**Thanks to the 229 reviewers, the 206 favourites and the 328 followers! **

**Disclaimer: I own nothing but any OC's and plot details you don't recognize.**

* * *

Smaug awoke, in what was conceivable to him, minutes later on the soft surface of a mattress. His lids peeled back with a growl, the image of Lily being dragged away by elves kept resurfacing in his mind. If he had still been in his mountain, fire would have already been spilling out from his jaws in rage, but unfortunately he could do little to prove his anger. As he stirred, he noticed how much shorter this bed was than the one at the Master's house. His feet came close to hanging over the end, and one sharp turn from him and he'd either put an elbow through the wall to his right, or land face down on the floor. He brought himself up until his back was pressed up against the stiff headboard, and his eyes swept over the room quickly, surveying the small space until it landed on a small person watching him.

"Hi." The boy's voice was meek as he looked at him with wide eyes. His small height rested on a table top, legs dangling over the edge, kicking childishly like Lily would often do when she thought he wasn't looking at her. His cloth was poor, filled with moth-eaten holes and loose threads that were likely caused by snagging on exposed nails on the boardwalk. While indoors, his tiny feet were kept bare, the soles dirty as they swung in constant motion. Atop his head was a patch of mousy brown hair, and it was in bad need of a comb as it shot out at odd angles. A smudge of mud was streaked across his nose as he wiggled it back and forth, scrunching his face into odd expressions, "Didn't think you would wake up mister."

"Honestly Yricyn, leave the man alone." Said an exasperated voice. An older boy, delving into early manhood entered the room from a small stair, another boy his age following behind him quietly. The tall one was frowning as he ushered for Yricyn to move, "And get off of there before mum yells at you again."

"You're not the boss Gaellyn." Yricyn scowled, but leapt off the table in obedience regardless.

Smaug watched them carefully, their names burned in his head as he knew them to be Lily's brothers by adoption. They shared the same boyish face, though Gaellyn's hair was a dark liver chestnut, parted more to the right and combed straight back to his neck, matching the colour of his earthy brown eyes. On his lean frame he wore a vest of boiled leather over a faded white tunic, the permanent stains tarnishing the hue to appear as yellow, even as the attempts to scrub away the dirt was evident. His trousers were deep gray, tucked into black ankle shoes with straps. It was easy to see from an outsider's perspective that he came from a poor family, but he was decent in appearance nonetheless, "I am the boss until mum gets back, now go and play or something." He continued to scold his younger sibling.

Yricyn shook his head back and forth furiously, "I don't want to. I want to talk to the man." He pointed his finger at Smaug, who at this point was feeling rather ignored because of the family spat. Not that it mattered to him, as he was rather keen to observe these people Lily had been forced to live with, and his conclusions lied in pity for her. How cruel it was, a being of her magnificence to be left with these frivolous peasants.

"I'm sure the man would rather get on with his business." Gaellyn said sternly before turning an apologetic look on to Smaug, "Are you feeling better, sir?"

"Considerably." Smaug remarked offhandedly as he adjusted his position on the bed, the idea of playing the role of sick patient quickly losing its appeal with him in front of these children.

"You know our sister Lirarwen?" Yricyn blurted out, apparently not wanting to be contained as he bounced around on the balls of his feet, making thumping noises on the dull floorboards.

"Yricyn!" Gaellyn hissed at his brother.

"But it has to be true, I heard Alfrid talking about it!"

The other boy in the room scoffed, the first noise he had made since standing away in the corner with his arms crossed, "You shouldn't listen to Alfrid Lickspittle, he's a liar."

"Bard, don't encourage him." Gaellyn snapped, quickly losing his patience as he tried to get a handle on the situation. He turned back to Smaug with a hospitable expression, "I'm sorry about this sir. My brother just hasn't been the same since our sister disappeared."

"Then I am afraid I cannot help you. I have never seen your sister, I only know of her name." He responded cryptically.

In the background, Yricyn's shoulders sank as though he might start weeping. Gaellyn was visibly disappointed as well, while their enigmatic friend Bard kept his lips sealed in a thin line. It was bizarre, but Smaug thought he knew his face from somewhere, or a time long ago. Not many human faces did he bother to memorize, not unless they were an enemy who had wronged him in the past. This Bard had a tough exterior, presumably equal in age to Gaellyn, but already his frame was tanned and stocked with muscles from hard labour. Tangled dark hair hung to his shoulders, tied away from his face which was carved into a frown. Light facial hair covered his upper lip and chin, groomed well unlike Alfrid's, who he appeared to be in strife with. He was very serious and stoic for his age, probably from the realization that this was all his life could buy him. So why was this beggar familiar to the dragon?

"Well, she went up the Long Lake weeks ago. No point in hoping to find her now." Gaellyn said matter-of-factly, which caused Yricyn to sprint from the room miserably in tears, "Yricyn, come back here."

"I'll go talk to him." Bard cut in with no amount of annoyance in his tone as he went for the stairs.

His footsteps descended after the young boy until the room was cascaded into silence. Gaellyn took a seat on one of the two chairs at the table, shifting to face Smaug with a troubled expression, "How do you know of Lirarwen? I at least know that part to be true of you, from the town rumors."

Smaug felt his jaw tighten in rage every time her common name was uttered by this _boy_. The new name he had given to her had meaning, graceful and delicate to endorse the sentiment he had for his Phoenix. Liliana befitted who she was, straight to her core to that benevolent heart he yearned to possess. Gaellyn knew that she wasn't his sister by blood, perceptible by his body language that attested to the fact that he was sexually attracted to her. Smaug was confident his Lily would never lust for this pathetic mortal in return, and why would she when she had his company to satiate all of her needs? The things he would do to her when he found her would make her forget ever associating with these people.

"The basis of how I know her name is unimportant. I wish to know of her, and any information you provide would be most appreciated." He stated cunningly, "I've been led to believe there is something unusual about her."

"Of course Alfrid would say that." Gaellyn said affronted, aware that the last place he had come from was the Master's house, "But she wasn't really. People were frightened of her because she looked unusual, and could touch fire without being burned. Some thought she worshiped dragons, but Lirarwen was just the same as any girl, at least to me and my brother."

A pleasant feeling coursed through him at the prospect of Liliana worshiping his race, even if he knew that to be a falsity, it still conjured delightful fantasies in his mind that he would have to think on later, "And what of the people who raised her?"

Gaellyn appeared guilty at the mention of his parents, "Understand, I love my mother and father, but they were never kind to Lirarwen. Yricyn couldn't see it, but I did. I don't understand why, because I remember they had brought her back with them when I was still small. For the longest time she was just another sibling in our house, but they started to turn against her as we grew older. I couldn't question them about it, but I tried to help her where I could. Maybe my efforts weren't good enough, because she still left, didn't she?" He questioned more to himself than Smaug, a faraway look in his eye before he returned to the present of the room, "You still have hope that she is alive, Caladrieng?"

"I do not doubt her tenacity." He said simply, "She was found along the Celduin I am told."

"To my knowledge, that is the truth."

"I wish to make my way back towards the Greenwood on the river, but I will need a way of travel."

"Bard and his father could take you. His family has worked as bargemen on those waters for years." Gaellyn offered, though his brow knitted into confusion, "But wouldn't you rather go down the Long Lake to find her?"

"I have need to backtrack first, and I never said I was going to look for her." Smaug retorted with ease, "Perhaps if you are so noble, you should search for her. Love, after all, is rumored to know no bounds."

Gaellyn flushed pink from his ears, down to his neck from the patronizing tone in which Smaug spoke, clearly not used to being so see-through with his emotions as he had been in that moment, "It's not as if I hadn't thought about that trek, but I never saw reason to believe she would still be alive this long, or would want to be found."

"You surrender much too easily to petty reasons. She will never love you in return for it." Smaug rose from the small bed, dwarfing the room and everything in it with his height as he looked down on Gaellyn, "Women are treasures that need to be claimed, but also not forgotten. Heeding my advice might benefit you in future incidences."

He left Gaellyn alone with those words, having not cared how insulting they might have been for the boy to comprehend. The narrow space of the stair forced him to hunch as he climbed down from the upstairs room. It appeared the family lived above the cider house even as they did not run it. Much of the wood had absorbed the natural fragrance of apple and spice as he continued through the stairwell. The echoes of his footfalls stopped when he did, much of the building still groaning as his eyes observed the main floor of the cozy lodge. The sitting room, kitchen and dining area were all combined into one cramped space, white gossamer curtains barely able to keep the light out from the one room as he looked at the tattered furniture. A hallway broke off from the sitting room, likely the other bedrooms for the residents of the home, and he could hear the friendly banter through the floorboards, down to the cider house. His eyes narrowed, and he moved to peek through one of the curtains, searching for the whereabouts of Bard. He was vital in the role of finding Lily, who he knew to be taken by those elves and that greedy King of the wood whose face he could recall when it was burning. Oh the screaming, how it had made his blood rush in pleasure.

Bard was outside, kneeling down on the boardwalk while talking to an upset Yricyn, tears cleansing the boy's face from mud. Smaug let his feet carry him the rest of the way through the lodge, down through the cider house where he received odd looks from those working and drinking there. He paid them no mind, shoving the front door opened with the heel of his hand until he was back outside in Lake Town. The boards directly outside were where he had fallen unconscious from the link with Lily. He had since built his walls back up, and he had not felt the tingle of her pull again. It was yet too early to feel concern for why she had not reached out again, but he was alert enough to be tense, and his demeanor was curt as he approached the pair of individuals.

"Do you think Lirarwen will come back?" Yricyn asked in a small voice to Bard, though Smaug had heard it without trouble.

"I don't know, but you have to be strong Yricyn. No more tears, your sister wouldn't want that." Bard said sternly as he wiped away at the boy's face with his thumb, his voice smooth and calming like a sea breeze. He stood up, patting his hand against Yricyn's shoulders, ushering him forward, "Go on then, find your friends and fix yourself lunch."

Yricyn's head bobbed up and down in reply, turning and nearly running into Smaug's legs. He gazed up with the sun in his eyes, an apology on his lips before he took off into town with Smaug watching in subdued interest. His eyes shifted to Bard, whose face had grown stark upon his presence, "Might I inquire something of you, bargeman?"

Bard waved a hand in permission, though mistrust was etched on his face, "I will listen."

"I require the services of your father's boat to gain passage across the Celduin. Gaellyn tells me your family knows those waters."

Bard's limbs uncoiled from striking position, though his squinted eyes read suspicion as he tried to piece together the dragon's purpose, "You hear well stranger, but what is out there you seek?"

"I would prefer no questions asked." Smaug said bluntly to which Bard smirked.

"Sorry Caladrieng, but it doesn't work like that here, not unless you would be willing to pay. The season has been slow, and my family has suffered for it."

Smaug gritted his teeth together, knowing it was possible what he could do, but at the same time his hands closed a little tighter, not wanting to let even one coin slip from his grasp. It was for Lily though, and if he could not fly to her, he would have to barter something for his way of travel. The idea of parting with even one jewel quelled his false pleasantries, but he knew he had to, for his Lily, because there was no greater treasure to him, "If it is payment you want, I am in the position to oblige." The words were like poison in his mouth.

Bard was taken aback also, "It must be quite the position then, but how do I trust you when you could have not a penny to your name?"

"Because you have not a penny to your name either, son of bargeman, leaving you with nothing to lose." Smaug smiled coldly as he came out the victor. It was never a contest of who would be the better negotiator, though the human was not so terrible in skill, something he would not have expected, and from a poor man no less.

"Alright." Bard agreed, "I will take you to my father. He has a shipment to collect tomorrow morning. We only stop at the borders of the Greenwood, so from there you will have to find your own means of travel."

"I can manage that." He was confident that being back in Lily's presence would cause him to revert into his true form. It was her kiss that had transformed him, and it stood to reason that by the same gesture would the magic be unmade. However, it was known to him that he would not be in a rush to shift back once he found Lily, not with the so many delicious options presenting themselves in this form to impose a bond with her. A shudder of delight crawled its way down his spine in the anticipation of what he could do with her.

"Follow me then." Bard started back into the town, some shifty-eyed glances and scowls being thrown his way that did not escape Smaug's attention. The bargeman's son was unpopular with the townsfolk it appeared, and it likely didn't have anything to do with his surly appearance. The motive behind their hate was unimportant to Smaug, though he could not shake the feeling that he knew more of this bloodline than he could recollect. A matter for another time. Soon those thoughts were vanquished with ones of Liliana, her sweet song calling to him, making him as lost as a shadow in a cave as she continued to swallow him up with her dark eyes. He would be with her soon, and the dragon in him roared with conquest as his emotions for her prevailed.

* * *

Where had the hospitality of the elves gone? Lily assumed she had been forgotten down in that cellar, no visits coming to her since the King had left her in cold comfort with his parting words. Perhaps she was mistaken, but she thought he had promised her his Captain would come tend to her. Not that she needed tending to; maybe a garment to dress in and some company was all she was craving for. Her hands followed in his footsteps, now tracing the patterns on the tapestry while her backside continued to grow chillier against the stone in the subterranean cell. Thranduil was clever, far more so than any human, and it did not completely catch her off guard that he had figured out so quickly the truth of what she was. Her concerns were occupied by what he would do with that knowledge, a fear she felt was justified. She had gone over his queer actions over and again in her head, taking her tears to rub against his cheek as if he wished to savor her essence. Smaug had warned her that her kind was once held captive for the harvesting of their tears, but she did not think to look to the elves for such crimes. Surely they had their own brand of magic's and powerful healing draughts that would not require her tears of power.

She released a heavy sigh, blowing the hair away from her face as she stretched her back across the stone table. Even if she had only known him a short time, her heart still yearned for Smaug. Her mighty dragon and her protector in the bizarre relationship they had transpired in. He cared for her, and she refused to believe otherwise since seeing the leftover tears caught in his thick lashes. It was difficult to care for one such as him in return, not a tame beast by nature and so adjusted to his isolation that she was left to wonder where she fit into his mountain. She could sympathize with his situation of being the only one left of his kind, for it was the same of her now. Whether she was his caged bird or crown jewel made little difference, and as she longed for his warmth to stave off this damp cold, she attempted to reach out again for the strangers mind.

Something was blocking her from forming the connection; even as unskilled as she was with the technique she could feel nothing. Her mind stretched out from the borders of the gnarled wood, touching darkness as she searched for any remnant of the man she had been fantasizing over with some shame. She had never felt such emotions before, the strong pull of want and heady lust causing her to blush to her toes beneath the tapestry. Her efforts of finding him with her mind dwindled as her hand started to trace over the contours of her body while thinking about him. The actions were so gratuitous, and she felt wrong for behaving in such a manner, but because he was a stranger, it made her responses all the more potent. What would his hands feel like on her body, and would his larger frame be hot as he hovered over her? She adored heat, so she imagined he would have delicious warmth that could spread through to her belly. How would she touch him in return? She was a little more confident with herself in imaginary than she would likely be in reality, and the sense of power that stemmed from that gave her courage as she would discover his skin with her lips. One thing that bothered her was she could not see his eyes, and the illusion was shattered once she tried to paint that detail in herself, knowing she had tarnished the belief and the realism of the precarious embrace.

Feeling foolish and sick of herself, she sat back up with a huff, hugging her knees to her chest as her light brow sank into a bitter frown. The feelings of arousal lingered when she wished it to leave her completely. What was she hoping for, a relationship with an older man? She would never have that so long as she was prisoner to Thranduil or Smaug, and while she hated to include her dragon in that, it was an undeniable truth. She was never going to be able to have her own life, and with her life never-ending by resurrection, perhaps it was for the better. If Thranduil had never taken her prisoner, she wondered if she would have eventually departed out on her own, leaving Smaug to his mountain. The possibility was there, but then it was also a wasteful thought because things had not worked out that way, and instead she was barred in a cell. There was no horizon for her to unfold her wings to now, only the endless moist of the chamber.

She was startled by approaching voices, their soft language falling on to her with deaf ears as they approached up the path to her cell door. There were only two of them, a she-elf, and the other the King's son as she now knew him to be. Both of them fell taciturn as they halted before the silver bars, the she-elf took out a key and inserted it into the lock as the tumblers clicked opened. Lily watched them cautiously, as they were both armed with bows, each their own quiver to their backs, and hilts of swords hidden throughout. The Captain stepped forward, dropping a fern green bundle of cloth beside her on the table, "From our Lord and King Thranduil. He wishes for you to be wreathed in the colours of our wood."

And not in the red of the dragon, or of tapestries of Erebor was the reasoning behind it. Lily fingered the material in her hands, the robe plush velvet and silk stitched together delicately. The she-elf communicated with the King's son, uttering _'Legolas'_ which appeared to be his name. Respectfully, they both turned and stepped close to the bars of the cell as they waited for her to slip into the gifted garment. It glided over her limbs with ease, though her heart ached as the tapestry fell to the floor in a discarded pool around her feet. She kept the brooch hidden in the fold of her new fabrics, a treasure she promised to return to Smaug's hoard having unintentionally lifted it from his stock. He knew every piece of gold in his collection after all, and it would feel like betrayal on her part if she lost it.

"Thank you." She said aloud, indicating to them that it was perfectly well to turn and face her.

Their long and regal faces made her anxious, but more in awe than of fear. Elves were truly marvelous to behold, and this was the first she could remember seeing of them, though it was highly possible she had been in her own run-ins in the past with them before her memory was lost. The hue of the female's hair caused some envy in her. Rich auburn, toasted light like lavish ambers as it tumbled down her back. In her role as Captain, she dressed in warriors' garb, light fabrics that moved in correspondence with her lithe body. Her eyes were clearer than spring water, and a small smile was tugging at her lips that Lily could have mistaken as a friendly greeting if she had not already put her guard up.

"Your beauty is fair, noble Phoenix." Said the she-elf. "My name is Tauriel."

"Your name is lovely." Lily replied shyly from the compliment, even as she understood her value only came from her rarity, "My name is Liliana."

"Forgive me, my lady." Legolas cut in with a précised manner. The elf Prince was winsome. All of his fair features were shared by his father, from the texture and hue of their hair, to the pearl white skin of perfection that Lily was tempted to touch, believing her hand would slip right through him as an apparition. His elegance could put the Ladies of the courts of men to shame, and the details were eminently graceful on his sculpted face . She realized her ugliness must have been more apparent when sharing in their space, and she longed for a comb to run through her lavender hair as her eyes met with the Prince's once more, "The King orders you to be addressed as Lithuiaew."

She did not attempt to cover the scowl that spread over from her mouth. It seemed everywhere she was carted off to, her name was being forced to change. Lily was perhaps the most informal of the lot, but she preferred it over any noble title of worth, or of Sindarin which she could hardly pronounce correctly without making a fool of herself, "Then you may address me as such to appease your King, but I will refer to myself as Liliana. I have had far too much taken from me recently, but not my name."

Legolas's face barely showed the outrage that he was feeling, all of his emotions kept reserved for his eyes as they flashed with anger, "How is it you came to be here? The dragon does not simply part with any treasure he claims."

Clearly they had first made a stop to speak with Thranduil about her, but Lily shook off the knowledge of that fact hastily, "I managed my escape when his eye was turned." She lied, her loyalties true to Smaug as she was still uncertain if he had returned to the mountain. Clearly no elf had seen him fly overhead the Greenwood, as their beliefs were based on tales of her escape, "I could not control my shift, when I landed abruptly in your wood. I suspect hunger is to blame."

"We thought you might be in need of meal and drink." Tauriel stated as she stepped forward, away from her partner, "It is told that your kind does not favour meat. We will have natural foods prepared for you to intake."

Legolas stepped forward and said something else to Tauriel that Lily could not understand, though his tone was passionate. They shared a look before turning on their feet to leave her cell, but not before the red tapestry was swept up off the floor and into the Prince's arms to be disposed of. She felt herself panic when the door clacked shut again, the offending sound of metal grating against metal put her on edge, "But what is my purpose here?" She cried as she ran up to the bars after them, reaching through with a hand in vain.

Only did Tauriel pause, while the Prince kept to his path up the stone steps. He only took a glance back once at the she-elf before he disappeared from sight, a troubled look on his face that Lily could not discern, nor did she try as Tauriel returned to the bars of her cell, "You will be kept safe here, Liliana."

She blushed slightly from her name, feeling somewhat responsible for the act of rebellion from the female opposite of her, "To be kept safe so my tears can be harvested? That doesn't sound like much of an existence."

Tauriel grew despondent for a moment from her words, "Our King forgets some birds are not meant to be caged. I would keep you safe because you are the last of your kind, but I can see this is not my Lord's intent for you. You are a majestic Phoenix, and I hear your wings spread wide when you hit the horizon. A silent moment hangs in the air, like the last breath of a flame before vanishing, and those who claim to know of the divine bird never look upon its majesty again. " Her story was told with love as she spoke.

"I will never see another sunset, or touch another horizon." Lily refuted dejectedly.

"Do not lose hope when much of it remains, Liliana."

She came close to falling on her knees in begging on the hard ground, while the she-elf continued to bestow her with such promise that she could not make out in the dark, "What shall I do?"

Tauriel only watched on with a melancholic smile from the side of freedom as she showered Lily in faith, "Be patient."

* * *

**So we have met more characters! Younger Bard in Lake Town before he was a father, I thought it would be fun to have him and Smaug interact because of their important connection in the book (I won't spoil since it hasn't happened in the film yet). And more Elves, as Tauriel is firm in her belief to maybe be of some help to our imprisoned Lily. I plan for Legolas to take part more in Thranduil and Smaug parts, because I have to think he would still very much be on his father's side of everything at this part of the tale, and Lily being jailed would matter little to him. Also, I explored Lily's thoughts a little more on Smaug, even if she was clueless to that fact that it was him she was fantasizing over. Can't have Smaug be alone in this feeling after all, and next chapter will have our Dragon and Phoenix in close proximity again, so yippee! Can't say anything more without spoiling, so I'll let you go about your day ;D **


	10. Follow What You Know

**Normally I would not update this quickly, but it's an early birthday gift for my sister! Thanks again you guys for sharing your kind words and advice.**

**Chapter song inspiration: Night of the Hunter, by 30 Seconds to Mars **

**Thanks to the 256 reviewers, the 218 favorites, and the 344 followers!**

**Disclaimer: I own nothing but the OC's and any plot details that you don't recognize.**

* * *

It was late into the evening when Smaug departed from Lake Town by way of the water. The bargeman and his son had remained quiet since the arrival of his presence, only speaking in silent conversations whenever their eyes would meet across the barge. Smaug did not need their company, and he spent his time at the bow of the boat as he watched Lake Town settle in the distance as the stars emerged across the sky. His sight had lingered on the Wind Lance held high above the settlement until he could no longer see it. Memories flashed in his mind over a time long passed, the same structures in the city of Dale that had sought to slay him. The attempts of man were unsuccessful against him, though absentmindedly his hand rubbed at his chest where he knew an imperfection marred his otherwise flawless being. Even in this form, a pale white scar ran across his pectoral, ruining the golden glow of his chest from where he had taken a hit of an iron-forged, black arrow. When he looked to Bard and his father, he was reminded of that incident, and he finally understood what it was about their faces that he could recall. They shared in the bloodline of that individual who had come close to ending him, a nameless foe whose line would have been slandered for his failure. It explained the denizens distance towards Bard when they had walked across the boardwalk. Odd it was that he should find himself there now in their presence, so unaware they were of the looming threat he was to them. He could bring death to them if he ever wished it; his dragon-fire longing to be released from within his sleeping form, but a rational part of him acknowledged he had survived because of their ancestors' poor aim. Blackly to himself, he thought it comical.

True to his word, the Master of Lake Town had arrived just before his departure, and no doubt a good bit of eavesdropping from Alfrid had led him there. Smaug had been presented with a pack of what rations the Master was willing to part with, though he knew his travels would not take him far when he entered the wood, and likely the formality of the gift was wasted on him. It would have looked bizarre if he had refused of course, so with more false smiles and clammy handshakes, he had said his farewell to the Master before taking his leave. The Master and Alfrid had combined their sour expressions, shooting them at Bard and his father as the barge pushed out from the docks. The father had been humble, keeping his head down, but Bard had returned the stare blankly, unblinking to those who wished to challenge him, and Smaug had observed with interest, not understanding why this young man was so proud when he had so little. Living a life without riches was meaningless, at least by Smaug's understanding.

"_Hello . . . anyone?"_

Smaug's head shot up, coming back to his mind as he looked away from the dark waters. Lily's voice was calling again, only she was blindly reaching out, no longer calling for his name. He closed his eyes, concentrating on only her while he blocked out the sounds of the river and of the creaking boat, feigning sleep on the small wooden bench so he would not be disturbed by the two other passengers. Easing into his mind, he slowly allowed for the walls he had built to tumble until he could find her. The distance he had put between himself and Lake Town had brought her closer, and he was transported into the wood that kept her from him. His body was not solid when he materialized into a small room of rock, the walls damp and veiled in ivy. A stone table was placed in the heart of the cell, and pacing around it frantically was his Lily. Her face was masked in despair, though no tears fell. Those elves had clothed her in a hideous green frock, befitting the halls of that corrupt King. Smaug wanted to reach out and hold her in his arms, but he was merely a meager specter in that place, and his only means of communication was through speech.

"_Lily."_ He commanded his voice in his mind to be heard, and her facial reaction made him aware she had listened.

"_Hello? Where are you?"_ Relief coloured her tone, and she uncrossed her arms, halting in her pacing as she looked about the confines of her prison.

"_I am with you Lily." _His illusion stepped forward through the haze, and the ghost of his fingers ran down her face. She could not see or feel him there, but her quick intake of breath made him believe she knew.

"_Why did you leave me, Smaug?"_ Her head tilted a tad, as if leaning into his touch.

The crack in her voice caused a storm of rage in his heart, directed at himself as oceans of guilt swept through him for causing her such misery. _"I never meant to leave you." _

"_I tried to find you." _She explained timorously. _"I was able to fly from the mountain, but it did not last long. I make for a very poor Phoenix I'm afraid." _

He chuckled deeply at her timid doubts, and his confidence grew in the faith that he could help her learn, _"You are the only Phoenix my Lily, and this knowledge is very much new to you." _

"_Well, I've been taken by wood elves, and this knowledge is known to them now." _

A snarl flew out uncontained by his lips. That deformed King would want her tears for his half ruined face. As if they could help him now. Smaug would set a fire on his throne until all of his flesh would melt into a puddle around his feet. He would have Thranduil's bones bronzed for his hoard, and level the forest to black ash if they took even one tear from her.

"_I will find you Liliana." _He spoke close to her ear, and his lips would have been able to graze against her skin if he had physically been present. He closed his eyes tightly as the yearning to feel her corrupted his senses.

"_Please hurry." _

Footsteps broke the muted quiet of the moment, and Lily stepped away from his phantom embrace as her sight turned towards the bars of her cell. Her inexperience made her forget to close her mind, and Smaug chose not to break the connection when it gave him the opportunity to study the interior structures of the halls of the wood elves.

"Liliana." A flinty female voice called to her at the bars, and Lily scuttled over, picking up the long end of her robes that would have otherwise dragged along the ground, "The King has requested an audience with you."

Lily's company was a she-elf. Her intangible beauty was common for her kind, though she was showing respect to his Phoenix, and Smaug did not immediately hate her for it. He also felt a heat spread through him at the knowledge of Lily using the name he had bestowed on her, when she just as easily could have gone by Lirarwen.

"I must go now?"

"Yes, I am afraid he will not delay."

The elf unlocked the silver bars with a large metal key, and Lily stepped out tentatively, her eyes sweeping over the cell one last time before she followed at the side of the female. Smaug's echoless footsteps trailed after, his transparent body walking through the cage and up the stairs after his Lily. As so young and frail as she was, her height still matched the older elf, who she kept turning to gaze at admiringly. The Lily he was seeing now was not the feisty and argumentative girl he had come to know in his mountain. Out in the world, she was shy and self-conscious, notable by the way she kept wringing her hands together. Where people took away her strength, he could give it to her.

The earthy halls were dim, even as they traveled up through the Kingdom towards Thranduils' throne. Soft whispers were in the air, of a voiceless hymn being sung, and Smaug could see no other elves wandering, save for the opulently armored guards. They were clad heavily in glistening silver, and deep cedar green, blending in to the walls of which they protected. Lily glanced at them as she passed by until they entered a tall pedestal, high above the rest of the corridors.

Thranduil stood with his back turned, a large empty seat before him that he normally would have occupied. No twisted crown of antlers was placed on his head, allowing his long hair to flow free, and it appeared to produce a halo over his head when the light struck the faded locks. He was now adorned in royal purple, the delicate trim still silver while the robes brushed against the stone floor. He turned on his feet without haste, his ardent gaze settling on Lily before turning to address his Captain.

"Leave us, Tauriel." He remarked something else to her in Sindarin, and she bowed respectively at the waist before leaving the throne room.

Lily's trepidation's furthered to grow once the she-elf left her side, and she was left alone with the King once more. "You wished to speak with me?"

"As of this moment, you are the most valued possession in my halls." Thranduil replied impassioned. "How are you fairing Lithuiaew? I realize our first meeting might not have left the best impression for you, but rest assured I am willing to correct your opinions of my halls, and of my people if you cooperate. You have been gifted with clothing, and given the finest food worthy of your kind to ingest. As I first told you, my borders are well protected and there have been no sightings of the beast coming to find you. You are safe here."

The insolence of this elf! Smaug's body filled with seething hatred for the King, his animosity unwilling to cool as he filled his Lily with such ideas of him. His words did not appear to have an outward effect on her, but fear still gripped him that they would succeed in turning her against him if they were separated for too long.

"Why am I to be kept in a cell? I feel much more like a prisoner than of a respected guest, or of a valued possession." She said with some guile.

"I needed reassurance that you could be trusted, and I have that now." Thranduil started to stalk circles around Lily, sizing her up in a way that made her visibly uncomfortable. "You have not shifted since being brought here." More of a question over a statement, and his eyes were sharp as he waited for an explanation.

"I am not sure how to . . . That was my first flight." She admitted in a small voice.

Thranduil turned an acute frown towards her. "How is that possible when your life span is similar to that of an elf?"

Lily's eyes were shining as she kept locked in his devastating stare. "My memories are lost to me."

Thranduil persisted in his circling until he stopped behind her, daring to reach a hand forward to sweep her hair back from her shoulder. Smaug saw her body tense from the touch of the Kings cold and spindly fingers, trailing over the sleeve of her robe in slow caresses. Every bone in that hand would break if he harmed her flesh, Smaug would see to that, and he despised the helpless feeling that came with watching her being tormented by that foul King.

"Poor creature, you know nothing of your importance." Thranduil murmured beside her head, encompassing her form with his straight, tall figure. "Would you like me to tell you?"

Lily inclined her neck to look Thranduil in the eye, a mix of concern and curiosity in her expression. Smaug strained to hear her answer when her lips started to move with no sound being produced. Her voice was muffled and hazy, and he felt his vision start to go black and blotchy along the edges of his peripherals, outside the center of his gaze. His body was fading, and Lily was drifting further away from him as the connection crumbled between them, like chunks of ice breaking from a mountain glacier. He roared in anger, reaching in vain for Lily until he was violently pulling back to reality. He gasped deeply, propelling his body upright as his eyes adjusted to the dark morning sky overhead. The barge had stopped, anchored at the bank along the river of their destination point. His head was spinning, having jackknifed into a seated position so quickly, and he rested his forehead into his palm for a moment, breathing deeply while all of his concentration focused on what Lily could be going through at the moment. When he pulled his hand away, he realized Bard and his father were hovering beside the bench he had took rest on, studying him in a combination of suspicion and intrigue. He sighed heavily, his breath feeling hot as it left his lips.

"We have reached your destination then?" He cleverly stated, avoiding the discussion of what they thought they had seen transpire shortly ago.

"Yes, the barrels will be arriving soon." Bard explained while shooting a look to his father that he had a handle on the situation of Smaug's parting. The man silently took his leave with a gentle head nod, tangled dark hair spilling over his shoulders as he went, and that same scornful expression on his face that his son practiced. Bard crossed his arms, adjusting the bow that was hooked over his right shoulder as he gave Smaug a withering look that had no effect on the dragon. "I wonder what nightmares plague you, Caladrieng."

"My nightmares are none of your business." Smaug retorted scathingly while reaching for his rucksack. He stood to his full height, looming over Bard, who to his credit, did not waver or cower from intimidation. Smaug sidestepped him, making for the gravel bank, knowing full well Bard was following. He pulled himself over the side of the barge, landing swiftly on his two feet, pebbles being kicked up by his shoes, and for a moment he was reminded of the vision of Lily bathing under the moonlight when he looked back at the water. Her body had been so pert as the water had trickled down her mounds, glistening from silver starlight. Always a lovely vision that left him starved for more of her, to taste, to feel, and protect. He shook the memory from his mind as Bard stepped into his field of view once more, coming for a possible farewell by the look of him. "Come to wish me well, bargeman?"

"Yes, actually." Bard confessed as his rough working boot kicked up tiny rocks with the brunt of the toe when he dug it into the ground absentmindedly. "I don't know what you are looking for, but if it is important, I hope you find it."

Smaug was unmoved by the humbling's of a human, but for the sake of etiquette, he feigned appreciation. "I have no doubt I will. You will receive proper payment for assisting me, and I will make sure it goes to the hands of your family, and to no others of your town."

"Good." Bard acknowledged, "Alfrid has been known to have sticky fingers."

"I most certainly would not want him to receive anything he is unworthy of." Said Smaug flippantly, and then continued with his parting. "Farewell . . . Bard."

As if sensing his disdain for addressing him by name, Bard smirked. "I have a feeling we shall meet again Caladrieng, so in lieu of farewell, I will say, see you later."

Smaug gave him an emotionless stare before turning away in the direction of where he knew the woods to be. Bard's father watched from the side, holding his hand up in farewell, expecting nothing more from the stranger he had given passage to. Smaug kept his back to the moon, and his face forward towards Lily. He knew not of what he would find in the trees, having grown so used to floating above them. Even when he would stand on solid ground, no treetop would reach much higher than his impressive shoulders, and the hurricane of his wings would strip them of foliage with one beat. His human legs carried him for the longest time, out of touch from the spray of the river, and eventually away from the light of the sky that was caught between the suns rising and the moons falling. Not once did he look back, finding it an imprudent distraction to his goal.

He strode at a hurried pace for what felt like hours, crossing uneven terrain built of rock and earth, until he came to the edge of a solid forest. All sound in the air ceased, and the daunting wood gave a glare at him as he stepped on to the virulent path. The air was damp as it crawled up in his nose, and he could taste the moss and lichen on his tongue as he breathed. He stuck to the path until he was a good distance in the darkness, feeling eyes ever present on his form, big bulbous white ones glowing in the shadows off the trees, away from the sun dappled path. If he was to be captured by wood elves, he would have to cause a disturbance in their realm. Blood was pumping to his ears, the noise deafening, and it felt like his heart was growing too large for his body. With a deep breath, he broke away from the road, becoming lost in the Greenwood as he plunged into the black.

* * *

As Lily craned her neck to look back at Thranduil, she thought she felt the ghost of a presence leave them, the icy chill no longer lingering in the shadows. For a moment she stood with her mouth agape, forgetting that the King had asked something of her, and then she remembered it was pertaining to her true form. He was offering the information so freely that she could not help but assume it was a lie. There was no doubt that in his long life he would know about her race, but she could not see the purpose of why he would tell her these things without wanting to be deceitful.

"I would rather discover these things on my own." She finally said as her lips moved again.

"Did the beast tell you things?" Thranduil asked, his voice shaking in rage, though his countenance was cool and stilled.

"Perhaps." She replied carefully, aware that he was testing her for a reaction. "Though we would hardly converse at all, as I am one so beneath him."

"I am sure that is what he would have you believe. Dragons, ever proud creatures they are, and all the more difficult to live with." He retracted his hand from her shoulder, sliding it up over her neck where his fingers skimmed her throat while she swallowed thickly beneath his grasp. "Of course I am well aware of that. My Kingdom has shared in the threat of his presence for forty years. Such a short time for my people, but those mortals on the Long Lake have surely suffered in fear. How unfortunate it is for them."

He did not sound sincere over the situation of the lake people, and Lily was thankful she had not spoken to him of her history there. She remained stock-still under his hand, his fingers wrapped around the column of her neck, teasing with slow rubs that held nothing intimate. If his ambition was to gain her trust, she supposed she would have to play her part in the farce as well. "You want my tears?"

Thranduil's hand halted in rubbing her flesh, renouncing his hold on her as he rotated around her, coming forward to look her in the eyes. "So he did tell you something. It is interesting to me that he would bother to speak with you at all, let alone to inform you of your most valued gift. We must share in a common purpose, but then again the world has been made to believe no craft of man can pierce through his armor."

"I do not care about his purpose." Lily refuted. Feeling emboldened, she stretched her hand out and felt the left side of his face. She was stunned by her own actions, but not nearly as surprised as Thranduil was. His dark brows rose high on his forehead, and emotions swirled in the depths of his eyes. "What lurks beneath, that you wish to heal?"

The trance broke, and his face twisted into anger when his brows came down in a scowl. His hand pulled hers away from his cheek, squeezing tightly in his fist until she thought all of the bones in her fingers would shatter. "Cease with your trickery, you manipulative bird!"

He took control with his strength, steering her backwards until she was thrown back on to the hard surface of his throne. She barely held back her grimace as she clutched her throbbing hand to her chest, refusing to let any tears mist to her eyes as Thranduil stood over her imposingly, grip tight on either armrest with his hands. The grand chair looked as if it would crumble apart beneath his palms as he squeezed, leaning all of his body forward until their noses were touching. His was snarled in fury, causing her to shrink back as much as she could to create distance from his wrath. "Are you under his dragon-spell, or simply foolish to think you can outwit me?"

"It would appear I am foolish." Lily admitted candidly. "But you cannot lie. I know there is something you wish to correct, and quite badly too, or else you would not be so concerned over my staying put."

He eased back, not completely out of her personal space, but enough to give her breathing room. She watched in fascination as the pale layers of skin began to peel away from his left cheek, exposing pink muscle and tender tissue that was scorched angrily in black and red. The decaying flesh covered the whole left side of his face, making the harsh edges of his jaw visible, and the eye bloodshot as it was surrounded by the thin lids. Lily felt horrified by his disfigurement, and also a shred of pity that she dared not show as Thranduil bent at his waist to snarl unpleasantly at her.

"Dragon-fire does not heal like other wounds. It festers deep, burning and corroding until it leaves a permanent mark on the victim." Lily tried to avert her gaze, but the King held her chin firmly in his hand, turning her head so she was forced to look. "Do not look away!" Do you know how I was given this scar?"

"N-n-no" Lily sputtered while his grip on her face started to cause pain.

"Your dragon." He hissed before relenting on his hold. All at once the magical façade built up around the burns until only a pearly white surface of soft skin shielded the world from the truth. He regained his composure, stepping back with his head held high as if nothing unsavory had just transpired. In the wake of his tirade, he settled into an eerie calm expression, fixing her with a stare. "I will have you drained of your tears, until all that will remain is a shell of ash, and when your burning day comes, you will start over again. What cares have I, that you are the last Phoenix? As far as the rest of Middle-Earth is concerned, you have never existed."

"Please, I wish to help you." Lily cried.

"Enough!"

He held up his hand to silence her, half a mind to say something else before they were interrupted with the arrival of his son. Legolas stopped by the guards just before the top to the Throne room, a reserved look of puzzlement on his face when he noticed Lily on the throne with her eyes wide in terror from his father hovering over her. He respectively slowed his entrance while Thranduil gave one last hard look at Lily before turning sharply to face his son. "What news validates this interruption?" He asked tersely.

"My King." Legolas said reverently. "We have found an intruder in our wood, who has come down from the Celduin. His pack was light and his cloth new. From Esgaroth it would seem."

"A trader or a bargeman then." Thranduil remarked dismissively. "Give him food and shelter for the night, and tomorrow we will send him on his way."

Legolas looked past his father's shoulder to Lily before hesitantly replying in his Elvish tongue. Lily's eyes darted back and forth between them, noticing how fast they were speaking, and how quickly their tones changed from casual to vehement. She tried to distinguish what had gone amiss, but she was not apt in the ways of reading between the lines. The air fell stagnant as both of their voices dropped suddenly, signifying the end of the conversation. Legolas was unmoving while the King swiveled back to look at her in his high seat. "A friend of yours?"

She thought for a moment before coming up blank in confusion at who could possibly know she was there. "I have no friends."

"No, indeed you do not." He focused back on his son, who stood in waiting for orders. "Bring him to me."

"And what of her?" Legolas indicated at Lily.

"Have Tauriel return her to her cell. Lithuiaew will be our guest until I bid otherwise of her."

Thranduil did not look on her anymore as she stood, and was taken away by his sons grip on her arm. Legolas only had to tug once to remind her to keep up, but he said nothing as they descended the stairs from the Throne room. The guards kept their eyes forward, making it impossible to tell if they were watching or silently judging her as they passed. Relief flooded her at the sight of Tauriel standing with a group of elves. The she-elf was careful not to look her in the eye for too long, but Lily could see she was also relieved by her presence. As easy as it was breathing air, Legolas handed her back to the Captain while exchanging brief pleasant words with one another. Their friendship was apparent, and Lily held no ill-will towards the son for following the orders of his father. Despite his princely appearance, he embodied heroism, and good deeds were likely to come from him yet.

Lily stayed at Tauriel's side as she was led away, though she could not suppress her curiosity at wanting to see who the intruder was. She kept stealing glances back over her shoulder, stumbling once or twice on her own feet as she went about her spying. There was activity swirling at the gates of the Kingdom, and a large group of elves came through, their movements in unison as they marched with a shackled prisoner. It was difficult for her to see through the many heads of elves that were banded around him, but immediately she noticed he was tall. His head was covered in dark locks, and the hands that were tied before him were coloured deep from the sun, a rich golden hue. Just as she was about to turn the corner to the stair with Tauriel, a gap opened in the row of warriors, giving her a perfect chance to learn his profile.

She was terrible at holding in a gasp, and though it was thought impossible, he seemed to hear her across the space that separated them. His ember eyes found hers, a look of recognition on his face that Lily did not comprehend. She knew him from her vision on the boardwalk, but this stranger knew her in return. He brought his bound hands up to his face, holding a single long digit up to his lips in a gesture of silence before he was led onward to the Throne room. Lily continued on her path down the stair back to her cell, knees wishing to collapse as she struggled to hold herself steady. Her heart was beating strongly in her chest, and her face blushed terribly until she thought she might combust in flames once again. The stirrings in her stomach were of hope and arousal. Her savior had come, but she did not acknowledge that it was her dragon keeping to his promise, and that he had been there with her all along.

* * *

**And now things take a turn to something wildly different. Bard, as he sort of said, will be back later again for this fic, as will the other residents of Lake Town. (I can't drop a bomb with Gaellyn's feelings for Lily, and then not explore with that after all) This story really is branching off into something I never had initiated, and I love every minute of it. More Thranduil again, as many of you had been requesting that, and Smaug and Lily are back in the same space, she just doesn't know it! More with that yet, and I now have an important question to ask of my readers. Should I continue this story up to the events of the DoS, and then end it, prompting me to do a sequel with those plot details after, or just keep it to one long story so I don't have to make you guys go digging for a part two? **

**Next chapter: Smaug and Thranduil have a discussion, and more elves again, also with an important event. **


	11. Safe From Pain

**Thank you lovelies! I know I left it at a cliff hanger, but this chapter should build up more of the suspense. Lady Silverfrost asked me a good question in a PM about what ****Lithuiaew means, and from what I found in translators, it means ashy bird, or ash in the wind. A little fun fact in case you were wondering about Thranduil's name for Lily.**

**Chapter song inspiration: Save Me by Gotye. **

**Thanks to the 290 reviewers, the 241 favorites, and the 368 followers!**

**Disclaimer: I own nothing but the OC's and any AU plots you don't recognize.**

* * *

Smaug observed Thranduil with interest, fascinated because—much like dragons—elves were ageless in face. In that survey, he could say that the Elf King had not changed in the slightest since last he had seen him in person. There was no shock felt on Smaug's behalf that the burn was hidden under an enchantment, as vain as the King had become. The line of Durin might have suffered from their sickness of treasure, but this elf could not proclaim himself to be the better, not when the dragon knew the truth of what he was. Another being in range of the mountain who would seek a share of the treasure when his death came to pass. To those foolish few, Smaug snorted in derision. Let them wait; it would be another age of the earth before the effects of time would even begin to turn against him.

The King sat on his throne, leaning to one side with his head tilted, eyes trailing up and down repeatedly on what he perceived as a human brought before him. He would be more difficult to deceive than someone as slow and dim-witted as the Lake Master, but then Smaug was not entirely sure if that was his aim. A large part of him wanted Thranduil to realized the truth at the last moment, giving Smaug the last laugh once again as he would bring utter ruin and death to the forest. His first priority was retrieving Lily and bringing her to safety though, and so his revenge would have to wait until the opportune time presented itself. The King's son was also present, quiet and still as a sculpture while his brilliant blue eyes were trained on him, ready to make a move if Smaug acted against his father.

"Why are you here, trespasser?" Thranduil questioned of him, his voice teetering on the edge between madness and serenity. "Are you here for the girl?"

"Her family in Esgaroth have been searching for her," Smaug lied, with disrespect in his tone. "I have simply expanded the range of their efforts."

Thranduil frowned gently, sitting straighter as he adjusted his practiced mask. "She has family? You mean to say there are others like her?"

"I'm not sure I know what you speak of, dear King." Of course Smaug knew all too well, and because of the lust for value was surfacing close in the King's eyes.

"And I do not believe you. Such a long way to travel alone, and with barely any rations do you carry. How did you plan on returning, and should you have been successful, with another mouth to feed no less," Thranduil rose from his throne, violet robes brushing the floor as he stepped forward on agile feet. "Are there others waiting for your return, or did you think of other means to travel hastily?"

"In what way do you believe is hasty? You never set foot beyond your borders anymore."

He could see it took every bit of will that Thranduil could summon to refrain from lashing out at him. The elf was riled, but not without prudence as he stared hard at Smaug. "They send a clever human into my midst, this supposed family she has. What is your name?"

Smaug did not miss a beat. "Caladrieng."

Thranduil's eyes narrowed. "You must forgive me if there is any skepticism on my part to heed your word. In order to have an understanding of one another, each must be willing to put forth what the other holds back. I sense there is much you wish for me not to know."

"You obviously are the same, our only other similarity apart from Liliana."

"Ay yes, my son has informed me of her common name, which is not as common as one would hope for under the circumstances," Thranduil turned away, walking slowly to the edge of his Throne room while Smaug kept motionless with his wrists bound. "Let us not continue in this charade. I know why you are here, I had sensed your purpose the moment I was brought word of you. The importance of Lithuiaew cannot be disputed, and I was well prepared for someone to come searching for her, but not a man."

Smaug scoffed. "Do spare me. You do not believe I am some simple, common tub trader. How could I be?"

"Indeed not." The King admitted as he swiveled back around. "But it was not your sumptuous leathers, or your articulate mannerisms that gave you away. There was another matter that stirred a sense of familiarity about you in me, something else dark. Do you know what I speak of, Caladrieng?"

"Oh, please do share King of weeds. Is it my eyes that have charmed you?" Smaug sneered mockingly.

"But of course." Said Thranduil as he reached into his robe. He produced a dagger in his hand, the hilt white ivory with stenciled leaves while the blade shone glassy like a mirror. Smaug was prepared to endure any amount of pain for Lily, but he had no need to flinch back when the elf simply held the blade lengthwise before his face. He had an expectant expression, gesturing with his free hand at the artifact. "Look for yourself, and see in my sight."

Smaug did as was commanded, not guessing the King's purpose as he looked at the reflection of his eyes. The burning orbs flashed brightly back at him, two black pupils that held a deep stare, taking a hold on whomever he wished to capture with his gaze. Coincidently, his eyes were the only things that remained identical when he reverted to a man. Not slipping from his calm demeanor, he looked back at Thranduil questioningly. "I see what is always there."

"And what would that be Caladrieng," Thranduil patronized, taking back the knife in his tight grasp. "A scorching fire, one that has put fear in the hearts of all creatures, or a spell that wishes to deceive all who fall prey to it? You are no mere man, and you are no more a Phoenix than I am."

"I never confessed to be either." Said Smaug cryptically.

"No, but you have confessed little else." Thranduil signaled for his son, the soft patting of his footsteps approached as he strode gracefully across the stone floor. The King indicated for his son to take a hold on Smaug, and he did so with his Elvish strength, pulling Smaug down on to his knees with a tug.

The degrading position had Smaug silently seething, his shoulders squared even as the Prince kept a grip on him, not letting him up from the ground. Even in human form, Smaug doubted they could overpower him for long, but he refused to struggle despite his pride in wanting to shove the elf away. Thranduil's feet halted just before him, fitted into soft suede and tanned leather that Smaug had the pleasure to scrutinize in the close proximity. The King brandished the dagger, holding the blade against Smaug's sharp cheek as he looked down on him with contempt. "What colours do you bleed in I wonder?"

It would be only too easy for Smaug to take the dagger from him and deliver a devastating blow to both father and son, but the rest of the guards would get to Lily before he could make a break to her cell. A fire caught in his chest, and he gritted his teeth when he spoke. "You may find that out yourself."

A thin line of blood was released as Thranduil dragged the knife against his cheek, splitting apart the thin flesh like it was a crisp new envelope containing a letter inside. The clean blade became smeared with red blood, and the King appeared disappointed by what had been expelled. Smaug knew why. He was hoping to see green ichor, the blood of the dragon. Smaug could only recall the myrtle green substance being spilt from his body during days of battle, and long had it been since anything sharp had punctured his armor of gilded scales. He had known the blood would be crimson this time as much of the wounds he had sustained from his fall had exposed this miraculous change while still under roof in Lake Town.

The King wiped the blade clean against Smaug's sleeve in dismay, and he gestured with his head for his son to loosen his hold. "You may be disguised well as a man, but neither of us will pretend to believe it. Is it possible that the beast has aligned with another creature, sending you in his stead to retrieve his lost treasure? Perhaps you are unwillingly under his dragon-spell, but there is also a family in Esgaroth you speak of," Thranduil was speaking aloud more to himself rather then to Smaug or his son whom occupied the room with him. "Bring the girl to me." He ordered at his son while disregarding Smaug's place on the ground.

The Prine left, bowing respectfully before he went. Smaug continued to watch the pacing King with malice and a black heart. While he was anxious to see his Lily, he knew it was not out of the question for Thranduil to do something unrepentant. He wanted to see how they would interact together; a test of how much further Smaug could stretch the truth before they were both discovered. A distraction was needed, and Smaug smiled cruelly to himself as he thought of a most sensitive topic for the King. "Phoenix tears will not heal your scars. Time has surely preserved the burn, it permanently deforming you into something grotesque." He goaded.

Thranduil stopped so suddenly, that his spine went straighter than thread through a needle. "You dare insult me in my own halls with such objectionable words?"

His eyes flashed to Smaug's, dangerous and demented was he as his face grew with anger, darker than obsidian, and sharp from being weathered. Smaug could not look away from the present rage on the King's face, it filling him with delight even as a volcanic eruption was building up in the elf's collected visage. "Your screams were so loud that they could have shattered mortar and brick."

"How came you by this information. Was it the brazen wyrm who has kept you and Lithuiaew under his claw," Thranduil condescended as he placed himself back on his throne, looking down his nose at Smaug as he held his head high. "Are you a slave to the slugs' will, accommodating to his every whim? I confess you do not stink of dragon like the girl, but she is the kind one would wish to keep close, and his claws must have been impedingly tight around her for her to have sought escape. Her value has earned her a revered place in my halls."

"A cell, to be kept caged for you to exploit her gifts." Smaug retorted dryly.

"Better than in ruin, with a petty creature who cares for nothing but his own profit."

"And what of your precious gems of starlight that reside in those halls?" Smaug smirked triumphantly at how stony Thranduil's expression had become. "Those Oakenshield fools never returned to you those white jewels, but you would claim them as your own if possible. I have seen the true face of avarice, and the nature of those who try to conceal it. You cannot lie to me, Woodland King. The madness that drives you has made you slow, forgetful of things that you fear others have discovered."

"Do not speak to me of the Oakenshield name," He spat, hands poised on either armrest, clutching them hard beneath his strength as he pushed himself forward on the seat. "Miners and smelters, blacksmiths and stone masons. Their name and importance has been driven out from these lands since the calamity came. The one thing ever unchanging was the prosperity of others on this side of the world. Whether it was by dragon or dwarf, no wealth was shared from that mountain. No gold overflowing the Long Lake and down river. May the line of Durin suffer for their mistakes, and to those few of Erebor scattered across the corners of Middle-Earth, I say let them remain in cold and discomfort. They may carry their pain and loss just as the rest of us have for an age, for that is what happens to those who live much too large and beyond their own weight in worth."

A fondness for dwarves was something they both lacked, but Smaug felt no closer to the Elf King than he did to the line of Durin. Usurpers and scroungers' the lot of them. The King was quickly becoming belligerent, but the interruption of his son and Tauriel diffused the tension considerably. Lily stood nervously between them, though only her body conveyed her anxiousness. She had trained her face to show indifference, even while her eyes met with his from his place upon the ground. Smaug hated those elves for leaving him this way, not wanting for his Liliana to see him so weak and humanized before the feet of the King. The predicament was quickly rectified when he was nudged on the shoulder by the Prince, demanding silently for him to stand.

Smaug rose on his own accord to his feet, fighting the temptation to want to shake away the hand that the Prince had on him as he was the center of focus in the Throne room, Thranduil's eyes watching him to an undesired degree. The earlier activity of elves when first he had been brought inside had diminished considerably, though he did recognize the fair female elf Tauriel as she approached with Lily and the few elves charged with guarding the King. Smaug could not help but feel out of his element in their realm the longer he was present. Everything was green and alive, the air clean and woody as he breathed, filling his lungs with more oxygen that could extend the life of his flames if they were set free from his jaws. The layers of clothing on his body were constricting him of breath, and he had felt the heat continue to permeate his body since his eyes had met with Lily's across the floor of the entrance hall. She was the spark to his blaze, the perfect trigger to ignite the cooled furnaces in his chest. As he furthered in his progress as a man, he knew it would not take much for him to control a shift back to his true form, the magic already feeling familiar to his mind as he adapted to the change. Contact with Lily would be the sure-fire way of obtaining their freedom from the clutches of elves, and he would act upon it soon, now being the most opportune time before they would be separated indefinitely.

"I apologize with having you move about on your feet so often Lithuiaew, but my guest is being difficult, and perhaps you can shed some light as to why that is," Thranduil signalized with a wave of his hand to Smaug. "This man has come here with the intention of finding you."

Lily frowned, and she paused to look at Smaug with enough apathy to make him shudder. "Why?"

"Your apparent family in Esgaroth have put forth efforts to find you. This was unknown to me, for you failed to mention your life outside of the prison of the dragon."

Lily swallowed, her hands desperately reaching for each other, revealing her timid habit once again. That cruel detachment on her face melted away as she looked at Smaug, and his stomach was filled up with a sense of butterflies lethargically flapping about, contorting in a disarrayed flight pattern of a dance that he could not hope to stop them in. It was plain that Lily did not comprehend the truth of who he was, and the look of yearning directed at him was both gratifying and troublesome. He was simultaneously filled with lust for her and the concern that she could be filled with such longing for a stranger, even if unbeknownst to her that stranger was him. A need to control took hold, wanting to lord over her body with ownership, drawn at the thin line between hurt and euphoria. She left his spell all too soon to address the King.

"I did not think they would look for me, being ousted as the outsider for years, I assumed my absence would go unseen."

"Ah, the black sheep," Said Thranduil as his lips turned coyly into a ghost of a smile. "They know not of your greatness?"

Lily hesitated before answering. "No."

"And what of this trespasser? He seems to know you, all too well. Did he happen upon the mountain as your liberator, or should all of Middle-Earth be concerned that the dragon has found allies in men?"

"I have never been acquainted with him, nor do I recall another presence strutting about the mountain," Lily said with more honest naivety than one should have been able to muster. "Why would he know me?"

Thranduil's face twitched in a motion of irritation and impatience, the bones in his hand visible as he clenched it tightly into a fist, pulling the skin taut. "Aside his claims of knowing your family, he also knows you by the name of Liliana. I cannot throw aside reason and presume this as a coincidence, and by the look on your face, it leads me to believe I am correct in doing so."

"Who are you?" Lily spoke out of turn as she turned to Smaug, no comprehension of who he was.

He never wanted for her to look at him with that wariness again, so painful was it to his heart, crackling like a piece of hot coal in his chest cavity. Those blasted chains were shifting again, links from the tether unwinding, and bonding in other places as each beat was a struggle. He pondered over the idea of forever, what it meant in that moment, and how its value was increasingly growing in his mind. Lily's lost stares attacked him, like an onslaught of gale-force winds battering at his body as he tried to stand on his own two feet, helpless without the support of his tail or the spread of his wings. He was alone out on a great steppe, vulnerable from all sides, the enemies he had made in life closing in around him. Their faces were meshing together into one blank canvas, there for him to paint in the details of his foes. His roar was like the bellowing of a thousand horns at war, ripping apart the earth below his feet in jagged lines. The great crack in the earth threatened to swallow him, everything going black as he cascaded into the fissure, but it was his Lily who brought him back. Her eyes alight before him, and thoughts of her swam in his mind of how he fantasized about her innocence. His Lily of the Valley, White Jewel of his mountain and Phoenix to his dragon. It would always be her who brought him back.

"Who are you?" The reverie broke as she inquired of him again, his identity.

"I am Caladrieng," He forced her into a deep stare so that she might know his familiar eyes. "And I am yours to command."

He cherished the look of surprise that garnered on not only Lily's face, but of the elves encumbering them. He could never obey anyone, it was not in his nature to be complying, but he would act in accordance to what Liliana wished if it protected her. He was made slave by the need for her to survive. A guttural noise escaped through Lily's lips, throat constricted with the strangling of a gasp and a choke as she tried to speak. "But I do not know your face."

"Perhaps you do," Thranduil chose that time to interrupt, Smaug's eyes instantly were hardening in response. "You mentioned that your memories have been lost to you. Caladrieng is not ignorant to the matter of your race, Phoenix."

"I see." Said Lily in a small voice.

Thranduil rose from his throne, sweeping past Smaug as he approached Lily. The she-elf was watching her King keenly, also dangerously close to mistrust that gave cause for Smaug's anger to surface when he dared touch a hand to Lily's face. The fingers traced down to her jaw before he reached a lavender blonde lock that hung stubbornly in her face, clinging to her cheek. He felt it between the pads of his fingers, antagonizing slowly with his gesture all the while a dead stare was behind his eyes that held nothing wholesome. "Cry for me."

"I'm sorry?" Lily asked incredulously.

"Show me your tears Lithuiaew, or watch your Caladrieng suffer," He gave an order in Sindarin, and Smaug felt himself be surrounded by the guards, two forcing him down while an Elvish blade was held to his throat by the Prince. His instincts drove him to snarl and thrash about, but they only drove him deeper to the floor until he could taste the dust of stone. From the corner of his sight, he saw as Lily tried in vain to reach him, but she was held back by Tauriel, she herself who had a torn expression from the behavior displayed by her brethren. "What I ask is simple, give me your tears and I shall set him free."

Lily's conflicted emotions drove her to turn her head back and forth between the horrific hold they had on him on the ground, and the savage look on the King's face, driven by lunacy and desperation to have what he coveted for in pride and vanity. All of her begging and pleading meant nothing to the King, amidst her cries for help he indulged in the satisfaction that he held all of the power. "But I cannot just cry on will."

"You will if I command it." Thranduil retorted venomously.

Lily turned to Tauriel, distraught as she grabbed the she-elf by her clothed wrists, silently asking for her assistance. "Please, make it stop."

Tauriel's face turned apologetic, and Smaug saw red when the she-elf swung her opened palm into Lily's face. A loud slap resonated, and all fell silent while Lily stumbled from the impacting strength of the elf. Her face glowed from where the flat palm had made contact, swelling as it throbbed, and Lily's eyes welled with her crystalline tears. Tauriel held her by one arm wrapped around her shoulder, at odds with herself over what she had done for the greed of her King.

"Let him up," The King instructed, and Smaug felt himself be forced to his feet, the thunder in his chest threatening to tear him asunder as he pulled at the restraints of the elven binding. "You see Lithuiaew, I always keep to my word."

"May others be the same in their treatment of you," Lily said icily, and she abruptly shook herself free of Tauriel's embrace, the latter gladly letting her go so she could approach Smaug, steering clear of the King. Smaug felt his blood come alive under his skin as she stepped into him, paying little heed to the guards with their weapons drawn at the ready, awaiting the orders of their King. Thranduil made no mention of acting out against her, curiously watching amongst the rest as she delicately wiped her tears away from her left eye, holding up her hand to the Elf King. "These will never be yours."

Smaugs' nostrils flared and his eyes widened as Lily swiped her damp fingers across the thin gash on his cheek, the hot wetness blending with his blood and mending the cut until the stinging sensation went numb. For a moment their setting was forgotten to them, ignoring the elves encircling them at just a sidelong glance away. Lily's brown eyes, which felt so ordinary in contrast with the rest of her, glistened as she gazed at him with no restrictions holding back her emotions like the so many times before when he had gazed at her. What did she see in the face of this man that allowed her to break down her barriers that she otherwise held when in his presence as a dragon? Often he found that her petrified gaze would beat him down until he was nothing but a serpent in the grass.

With nimble fingers, she reached through the collar of her robes, unfastening a small clip inside the fabric before she brought forth something small in her palm. She was presenting him with one of his own treasures, a small ruby brooch he could recognize just as soon as he looked upon it. Her small hands worked quickly, stuffing it into the inside pocket of his coat. Her hands slowly brushed along his chest, leaving scorch marks like forest fire through the material of his tunic. This care she showed him now, unabashed and bold, made him relinquish logic, and he acted without constraint, grabbing her face between his bound hands, palms cupping her jaw on either side while he laid his lips upon hers. Liliana tensed under his gesture, mouth trembling between a distorted sense of weeping and arousal.

They were not connected long before he was pulled back by the guards and Lily to Tauriel's grasp. The carnal desires stirred in him once more, but he was left with no other stirrings except of disappointment for both the shortness of the warm embrace, and how he still was left in a state of dissonance when he did not revert back to his true self. His eyes sought Lily, and he was taken aback by the wounded look on her face as she sunk to her knees with struggled breath.

"Liliana." Tauriel said in concern, touching a hand to the cheek she had previously assaulted. She whispered sweet words, trying to coax Lily out of whatever trance had seized her.

She was breathing fast and hard, chest heaving as she panted at the air for any ounce of oxygen she could take in. A white explosion burst through the Throne room, everyone taking to shield their eyes behind the sleeves of their arms as the luminous waves shook the tranquility of the wood. A great wind went blustering through Smaug's hair, and he dared not steal a look at the room until everything had settled. When all was quiet and calm, Smaug lowered his arm from his face, taking in the sight of the destruction and ruin in the Throne room. The elves were also shaken up, blinking rapidly while they attempted to get back their bearings. Tauriel who had been on the ground with Lily, rolled over on to her side, becoming enamored in awe at what she saw, a sight that had also captured Smaug's attention. A most splendid creature, Lily had sprouted great wings of vermillion, standing on two thickly scaled legs of gold. The nimbus crown atop her feathered head was regal, and the length of her long body burned brightly like a precious garnet from his hoard. The brilliant gaze of the avion joined with Smaug's, and from deep within its golden eyes, he could see his Lily. The short, sharp beak of onyx cracked opened, the sanctity of her song washing over the wood, spilling between the stone walls and columns as they became bathed in the cry. Smaug felt his heart beat in time with hers as their connection ran deep, her true beauty exposed while his was locked away under enchantment. Her wings unfurled from her back, lifting to an impressive height that towered over their heads, and she fluttered off the ground, craning her neck to look at Thranduil as Smaug watched in dark satisfaction. The Elf King could only watch helplessly, not stumbling back fast enough on his feet before the Phoenix was upon him.

* * *

**Another cliff hanger. I'm sure many of you thought it would be Smaug who transformed, but I think it's Lily who should have her revenge against Thranduil, and the girl can fight her own battles if she has to. The next part of the story is going to focus on more Smaug and Lily figuring out the connection between them and how to control their shifts. Also, she still doesn't know the truth of who he is, so we'll get to that. And I'll stick with the majority of you, keeping this as one long fic instead. Fun question, has anyone played on the app, Dragonvale, it's so cute, I love it!**


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